The Brother's Legacy
by Jalarious27
Summary: Grayson Canis is a teacher at Beacon Academy, as well as a part of Ozpin's inner circle. Events in the past have led to him losing his faith in Ozpin, and the situation becomes more tense, when Jenny Realight suddenly makes in appearance in Remnant. Why was she sent there, and by whom? Was it just chance that she and Grayson met, or was their meeting destined to happen?
1. Chapter 1

It is a warm, Autumn morning in the Kingdom of Fiore. A month has passed since the end of the Grand Magic Games, also known as the Dragon King's Festival, and things have begun to settle down. However, for the mages of the guilds involved in the epic tournament, they have been busier than ever before, seeing to job requests given to them by spectators who were impressed with their skills. Still, one female member of Blue Pegasus isn't letting herself be overcome by stress.

Strolling down the streets of Crocus with shopping bags in each of her hands is Jenny Realight, current "Miss Fiore," and wizard of the Blue Pegasus guild. She is wearing a dress similar to the one she wore during her appearance at the Grand Magic Games, however, instead of a light-pink dress, it is light-purple. The design is the same, showing off her ample cleavage and slender legs. Her blonde hair reaches midway down her back, ending in a pony-tail, with two bangs framing her face. She also wears a pair of purple heels, golden bands around her wrists, chain-like earrings, and a golden necklace. Her blue, Blue Pegasus guild mark is on her left shoulder.

A content smile formed on her face. "I am so glad that I was able to make it to those sales in time." she thought out loud, having bought several new outfits from some of her favorite clothing stores. However, her smile soon faltered into a small frown. "If only I could've taken Christina, instead of the train. It was so slow that I almost missed out on that cute pair of heels." she huffed.

In the past, she managed to convince Master Bob to let her use the Christina magic bomber whenever she wanted to go shopping. However, recently, the master put his foot down, and he told Jenny that she could no longer take the bomber for her own private uses. As much as he cares for Jenny, he believes that it is time that she stops relying on the guild and its resources so much, and to start doing things for herself.

Of course, she argued with him over it, but his word was final, and she knows that. It doesn't help that the other members of the guild agreed with and took the master's side. Though, she doesn't blame them. The master might not look like much, but he can be extremely frightening, when he wants to be. Although, she was at least hoping that Hibiki would back her up.

Remembering the blonde-haired Archive mage, Jenny narrowed her eyes, and she scoffed. "Whatever." she huffed. _"Who needs him?"_ she thought as she continued walking through the streets. To the contrary of what many people believe, Jenny and Hibiki were never really together. However, at the time of the Grand Magic Games and for some time after that, she thought that she and Hibiki might've had a chance at being a couple. Although, after seeing him on a date with another girl, she immediately forgot about it. He was just flirting with her to gain more publicity.

As she walked through the busy streets of Crocus, she heard people murmuring to each other, and she caught many people with their gazes set on her. However, most of the looks she was given were flirtatious and dirty. Though, that is most likely due to the pictures she had taken for Sorcery Weekly Magazine.

Red made its way to her cheeks as she remembered that embarrassing photoshoot. It was one of the worst days of her life. Though, the photographers sure did enjoy themselves, which didn't help with the embarrassment, whatsoever. Frankly, it is her fault for making that bet with Mirajane during their fight, but she really thought that she had a chance at finally beating her rival.

Thinking about it, she could've just not gone through with it, but that would've been unfair to Mira. After all, she did accept her terms, and she ended up winning. Despite the embarrassment, a deal is a deal, and she isn't one to go back on her word.

So, as men around her, and surprisingly a lot of women, called out to her, suggesting dirty things, Jenny just ignored them and kept walking. If they want to act immature, then let them. She isn't going to give them the satisfaction of earning a rise from her. It would just make things worse for her.

Just as she was about to turn the corner, she noticed something sparkle in the darkness of a nearby alleyway. Normally, in these types of situations, the sanest thing for a person to do would be to just keep walking. However, Jenny is feeling a little irritated, and if this sparkle that she noticed in the alleyway happened to be some sort of priceless jewel, then that would just make her day. She highly doubted that, but still, she was curious, so she took a couple steps into the alleyway.

At first glance, she couldn't spot anything of interest. Though, walking a little further into the alleyway, she noticed a small, white chess piece lying on the ground. This confused her greatly. What is a chess piece doing in the middle of an alleyway, and why would it sparkle?

She took a closer look at the chess piece, and she realized that it was supposed to be a pawn. "What is something like this doing he-ugh!" she was knocked out with a chop to the back of her neck, and she fell unconsciously into a cloaked individual's arms, dropping her bags to the ground.

After looking down at Jenny for a second, the cloaked figure chuckled. "Welcome to the game, little pawn."

Suddenly, the chess piece shined brighter than before, completely disappearing. However, it left behind a shimmering portal in its place. The cloaked figure walked into the portal with Jenny in their arms. Once they were through the portal, it vanished, leaving only Jenny's forgotten bags as evidence of her being there.

* * *

In the city of Vale, a young man can be seen running along the sidewalks. He has short, spiky dark-gray hair, cerulean-blue eyes that are reminiscent of a wolf's, and slightly pale skin. He is dressed in a black tank-top, along with a pair of white shorts, and a pair of black running shoes. However, his most prominent feature is the pair of gray wolf ears on top of his head.

Grayson Canis is twenty-six years old and is a teacher at Beacon Academy. However, since the next semester isn't to start for another week, he doesn't have any students to worry about, just yet. Not having to worry about classes, he woke up around eight, and he went on a run to clear his head.

For the past several weeks, nearing a month, Grayson has been having a strange vision. It happens at random times, but it is always the same thing. It starts off with him having a slight headache, and suddenly, he sees an image of a blonde-haired girl he has never met before. This isn't the first time he has had visions, but he has never had a vision that reoccurs for longer than a week, possibly two. It is making him feel a little on edge, and running always seems to help him relax.

However, that is not the case, today. He has been running for nearly two hours, earning disgusted looks from some of the humans he has passed, yet the vision he had still haunts him. He just can't bring himself to understand why this girl he keeps seeing is so important. She wouldn't be a reoccurring figure in his visions, if she wasn't important, somehow. Although, he knows that he or someone he knows is going to meet this girl in the near future, since his visions only show him the possible futures of himself, or of someone that he is acquainted with. He just wants to know why he keeps seeing her.

Suddenly, the low growl of his hungry stomach snapped him out of his thoughts. He took his scroll out from his pocket to check the time, and he realized how long he had been running for, without stopping to eat or drink something. He stopped and thought for a moment, before finally deciding that it was time to take a break.

"There is no use in starving myself over this." he thought out loud, his voice barely above a whisper. If whatever this vision is trying to show him is important, then he will be finding out, soon enough. If not, then that means that there was nothing for him to be worried about, and it was just his paranoia acting up.

Grayson turned on his heel, and he took off in a sprint in the direction he just came from. He already has a place in mind, for where he wants to eat.

It took him no longer than ten minutes to reach his destination. He looked up at the small building in front of him, with a sign above the door saying, "Conan Family Bakery." Ever since he came to Vale, this has been his most frequently visited store. Not only is the family that runs this bakery one of the kindest he has ever met, but since they are faunus, that means that he doesn't have to deal with discrimination whenever he comes here.

He pushed open the door to the bakery, and his nose was immediately filled with the familiar and nostalgic smell of freshly baked bread. A ding was heard, as a bell went off, signaling to the workers that they have a customer.

"Coming!" a young, feminine voice called out from the back of the bakery.

Grayson walked further into the shop, looking at the display case underneath the clerk's counter. It is filled with delectable looking treats, many of which he has tried before, and many that he is unfamiliar with. Although, this only brings more of a smile on his face. His parents own a bakery, so he grew up surrounded by different baked goods. He is always happy to see a new kind of bread or pastry.

While he was admiring the fine selection the bakery has, a young girl walked out from the back of the bakery, wearing a long-sleeved, red shirt underneath a flour-covered apron. She has long, chestnut-colored hair held in a pony-tail by a single red hairband, and warm, brown eyes. She also has a pair of brown dog ears on top of her head. When she noticed who was standing in front of the display case, the girl smiled.

"I should've known it was you, Grayson. You come here nearly every day, after all." she said happily.

Grayson smiled back at her. Despite his previously nervous mood, just seeing his old friend put a smile on his face. "Well, Cinna, I can't let you and your father lose your most loyal customer, now can I?" he joked.

She laughed, shaking her head. "Nope wouldn't want that." she responded. "So, should I even ask what you want, or…?"

This got a laugh out of Grayson. "Just get me the usual. Although, if you don't mind, could you throw in a bottle of water, as well? I have been running for a while, and I am pretty thirsty."

She nodded her head, and almost as fast as Grayson could blink, Cinna handed him a brown paper bag filled with freshly baked rolls with cheese spread on top. Then, a bottle of water was placed on the counter. Grayson took the required amount of lien from his wallet and handed it to Cinna, who quickly placed it in the cash register.

"So, why so thirsty, today?" Cinna asked, seeing Grayson's sweat-stained shirt. "Normally, you don't work up this much of a sweat. How long have you been running for?"

"About two hours." he responded, making her sigh. He raised a brow at this. "What?" he asked.

Cinna looked him directly in the eyes. "Normally when you run for that long, it means that there is something on your mind." she answered, which isn't wrong. Normally he sticks to about an hour, and then he spends the rest of the day either training, or doing something for Ozpin. "So, what is wrong?" she asked, concerned.

Grayson looked down, avoiding her gaze. "Well, I have just been thinking about a…dream that I have been having, lately." he answered, not wanting her to know about his visions. He trusts her, but Ozpin told him not to tell anyone about his visions, so he won't.

However, when she heard him say "a dream," she thought that he was referring to something different. "Was it…about Teal?" she asked hesitantly, already knowing how Grayson would react.

Like she thought, his body tensed up, and a look of sadness and regret filled his eyes. He took a deep breath, desperately trying to maintain control. It took a couple seconds, but soon enough, Grayson managed to shake his head in response.

"No. It wasn't about…her. It is probably nothing, and I am just looking too much into it, so there is no need for you to worry." he reassured her, putting on a fake smile, which Cinna immediately recognized was fake. She can tell, just by the glum tone in his voice.

"I'm sorry. I shouldn't have brought it up." she said sadly, looking down at the counter.

Grayson sighed, grabbing the water bottle and turning to leave the bakery. "It's fine. I don't blame you for assuming what you did." he said. He was about to leave the bakery, but he stopped in front of the doors, turning slightly around to face her. "Tell your dad I said hi." he said, finally leaving the bakery.

Watching him leave, Cinna let out a tired sigh, before going back to what she was doing before Grayson arrived. "Three years is still too soon." she muttered under her breath.

* * *

Grayson walked through the streets of Vale, nibbling on one of the rolls Cinna put in the bag for him. It is good, but he isn't really in the mood to savor it, right now. He was running to get his mind off the vision he was having, earlier, but hearing that one name was enough to make him forget about the vision, entirely.

 _"_ _Teal…"_ he thought sadly. He craned his head upwards, looking at the sun as he walked. _"Three years went by so fast, and it still hurts just as much as the day it happened."_

Images of rain, Grimm, and blood filled his mind, before settling on the image of a girl with long, teal-blue hair, running off into a hoard of Grimm. He shook his head, attempting to block out the horrendous images, but no matter how hard he tries, he will never forget what happened that day.

Subconsciously, he held one of his hands over the middle of his chest, almost as if he was hurt.

Realizing what he was doing, he sighed, and he let his hand fall back to his side. _"Pathetic."_ he thought. He can't even hear her name without freaking out. "What a leader I was supposed to be." he told himself.

As he walked, he heard something with his enhanced hearing. He listened closely, and he followed the sound to a nearby alleyway. When he turned into the alleyway, he saw three thugs in torn up clothing standing around something on the floor. Taking a closer look, he realized that it was a woman.

The man in the middle chuckled. "It looks like we hit the jackpot, boys." he said with a mischievous smile on his face.

"Yeah. Not only is she hot, but judging by her outfit, she must be pretty rich, as well." the second thug said in agreement.

Laughter could be heard from the third thug. "I say we have some fun with her, and then we use her to make some quick Lien." he suggested.

Upon hearing that, Grayson looked at the men with disgust in his eyes. He has always hated men like them, thinking that they can just take advantage of a helpless woman, like that. There is no way that he is going to just stand by and watch them do this, otherwise, how can he call himself a huntsman?

Before the thugs could do anything, they heard footsteps behind them, making them turn around, to see Grayson glaring down at them. The thug in the middle, seeming to be the leader, stepped up and spoke.

"What are you doing here, you faunus trash?!" he asked harshly, slowly walking closer towards Grayson. However, Grayson just stood there, letting the man get closer. His glare never left his face, as he continued to stare the thug down.

"Not gonna talk, huh?" the thug asked. He then smirked and started chuckling. "Man, this really is our lucky day. We get to have some fun with a gorgeous woman, and we even get to beat up a filthy animal!"

The man reached his hand forward, intending on grabbing Grayson by the collar of his shirt. However, just before his hand reached its target, his wrist was caught in a tight grip, making him wince in pain.

"W-what the hell do you think you are doing?!" the thug asked, angrily.

"I could ask you the same question." Grayson responded, his tone cold as ice. "Men like you make me sick. What you were planning on doing to that woman; that is no way to treat another person. Also, let's not forget that you just attempted to harm a huntsman, just because of his race. Not only is that racist, but that also proves just how inhumane you people are."

The thugs' eyes widened a little upon hearing that the faunus in front of them is a huntsman, but that didn't stop them from surrounding him. Grayson abruptly let go of the man's wrist, and the man backed up from him, rubbing his wrist and growling at Grayson.

"You call me a filthy animal, but you are the one who just growled." Grayson responded calmly, yet it was still enough to get a rise from the men around him.

"You'll pay for that!" the leader of the thugs declared, lunging forward to punch Grayson.

However, the wolf faunus saw this coming, and he moved to the side, resulting in the man missing his punch. Grayson grabbed the man's arm while he was still in the middle of his lunge, using the momentum to swing him around. He let go, and then the man went flying into one of the other thugs, causing them both to fall to the ground with a loud thud.

The only thug still standing seemed a little frightened after seeing what Grayson did to his friends, but he didn't run away. Instead, he grabbed a knife from his belt and attempted to stab Grayson. Still, the man's wrist was caught before it got anywhere near its target.

Grayson tightened his grip on the man's wrist, forcing him to drop the knife to the ground. Afterwards, the thug found himself pinned against the wall, before getting kneed hard in the stomach, making him stumble to the ground, coughing.

However, Grayson knew that it wasn't over, already. He could hear someone standing up behind him, and judging by his rapid breath, he had a feeling that it was the man that he had thrown. Without even turning around, he dodged a punch aimed for the back of his head. Grayson then lowered himself to the ground, sweeping the man's legs from underneath him.

Before the man could fall backwards, Grayson grabbed his arm, pulling him back up. However, he then punched the man hard in the face, sending him flying towards the entrance of the alleyway.

Looking at them lying on the ground, Grayson can't help but feel like he went a little too far. However, they should have thought twice about what they were doing. Anyone who attempts to harass a woman won't get any mercy from him.

The men on the ground groaned in pain as they sat up, looking at the faunus with fear in their eyes.

"You're all lucky that I didn't contact the authorities. Now, I suggest leaving this place, before I change my mind." Grayson said, giving them another glare, effectively making them scramble to get up and run away. "Just remember, that if I catch you trying to mess with another woman, or anyone for that matter, you won't be as lucky as this time." he said, adding a small growl towards the end.

The men ran out of the alleyway, not even looking back. They just didn't want to have to face Grayson anytime soon.

Knowing that they are finally gone, Grayson turned his attention back to the woman he just protected. He wanted to make sure that she was okay.

Although, when he knelt beside her, he realized something that made his eyes widen. He saw the woman's long, blonde hair, and he recognized the dress she is wearing from the visions he has been having.

 _"_ _Were my visions telling me that she would need my help?"_ he thought.

Shaking his head, he pushed that thought to the side. He briefly checked her over for injuries, but he couldn't find anything. However, he did notice a strange mark on her left shoulder. She is unconscious, but she, thankfully, doesn't appear to be injured. However, that doesn't explain why she is here, and it definitely doesn't explain why he can sense a strange, yet familiar energy from her.

 _"_ _How the hell does she have magic?"_ he thought. Could she be the one who attacked Amber? Still, that wouldn't explain why she is unconscious in an alleyway.

He sighed. "I need to tell Ozpin about this." he thought out loud, taking out his scroll. Although, he took another look at the girl, thinking that he needed to get her somewhere safe. Even if she is working with… _her_ , he isn't going to leave her here to be taken advantage of, like those men were about to do. Plus, they are going to need to question her, when she wakes up.

Letting out another sigh, he picked the woman up and placed her on his shoulder, and he grabbed his bag with his other hand. He can call Ozpin, later. Besides, it isn't like he was looking forward to talking to him, anyways. Afterwards, he left the alleyway, heading down the road leading towards a hospital. She doesn't seem to be injured, but he would rather not take any chances. However, he didn't realize that he was being watched by a cloaked individual on the roof.

The mysterious individual let out a small chuckle. "It seems like the first piece has fallen into place. Now, I wonder how the others will follow." they said, stepping backwards into a portal they created, causing it to disappear, leaving no traces behind.

* * *

In an unfamiliar room, Jenny slowly opened her eyes, letting out a small groan as she rubbed her eyes and sat up. She took notice of the white walls and ceiling, as well as the medical equipment in the corner of the room, and she quickly realized she was in a hospital. Sitting up in the bed, she noticed Grayson sitting in a chair across from her.

He is now wearing a dark-gray shirt underneath a long-sleeved, white jacket that stops just below his waist. The jacket is outlined with gray, and it is zipped up, the zipper stopping just below his chest. He is also wearing a pair of black pants with held up by a black belt, holding a black sheath on the left side of his waist. A brown handle is sticking out of the sheath. He isn't sure if he is going to need it or not, but he brought it with him, just in case it was necessary. After all, he isn't entirely sure what the motives of this woman are.

Grayson's ears perked up when she started moving around, signaling that she is awake. "It seems you have finally woken up. You have been unconscious for quite some time now." he said. She has been asleep for the past couple hours, and it is beginning to get dark outside.

"Who are you, and where am I?" she asked cautiously.

Grayson sighed. "Relax. My intentions were nothing but pure. I was returning home after a morning run, when I heard voices coming from an alleyway. When I looked to see what was going on, I found you unconscious on the ground, surrounded by a couple of thugs. I dealt with them, and then I brought you to a nearby hospital, just in case you had any injuries I wasn't aware of." he explained. His voice was rough, yet oddly calming at the same time, making Jenny believe what he said.

"As for my name, it is Grayson Canis." he added. "So, now that I have told you my name, would you please tell me yours?" he asked politely.

Jenny looked at him wearily, for a moment. She doesn't entirely trust him. Something about him seems…off. She can sense that he has magic, but she can also sense something else. Whatever it is doesn't seem malicious, but that doesn't mean that she can just let her guard down in front of this stranger. Still, he gave his name like she asked, so it is only right that she give him hers.

"I am Jenny Realight." she responded.

There was a brief moment of silence between them before Grayson finally spoke up. "So, Jenny, why exactly were you unconscious in that alleyway?" he asked.

She sighed. "I'm honestly not quite sure. I had just finished shopping, when I noticed something sparkle in an alleyway. When I went to check it out, I saw a chess piece lying on the ground. After that, I just remember feeling a small pain in my neck, and then waking up here." she explained.

He thought about what she said for a moment, and it didn't sound like she was lying. So, either she is a really good liar, or she is telling the truth. Although, if she was done shopping, then wouldn't she have had bags with her? He didn't see any bags in the alleyway, and the men weren't carrying anything on them, aside from weapons. Unless someone else showed up before them and took them. Still, something doesn't seem right.

"If you were shopping, then where were your bags?" Grayson asked.

Suddenly, Jenny's eyes widened. "Wait, they weren't in the alleyway?" she asked. Not knowing what else to do, Grayson just shook his head in confirmation. However, he was surprised when she let out a small cry. "Man! Those sales ended today, as well!" she complained, before letting out a disappointed sigh.

Jenny then removed the covers from over her, and she went to stand up. Grayson quickly stood up, as well. "Where are you going?" he asked.

"Well, I must not be injured, since I can move around just fine. Maybe if I get going now, I can still make it to some of the sales, before all of them are over." she explained. However, just as she was about to reach the door, Grayson grabbed her wrist, stopping her in place. She quickly turned around, an angry glare on her face. "What the hell do you think you are doi- "she stopped talking, when she saw the serious look in Grayson's eyes.

"I am afraid that I can't let you leave. Not until you answer a couple more questions." he said, letting go of her wrist. She rubbed her wrist gently, still glaring at him.

"You could've just said that, instead of grabbing me like that." she said angrily.

Grayson sighed, sitting back down in his chair. He then started to gently rub his temples. "I'm sorry. I've just been rather stressed, lately. I shouldn't have let myself snap like that." he apologized. He is normally calm, but his aggressive side tends to come out when he is stressed. He hates when that happens, but it has been happening a lot more frequently, as of recently. Plus, it bothered him, that with something weird going on, she cares more about clothing.

Jenny just looked at him for a second, before sighing and sitting back down on the bed. However, she didn't take her eyes off him, just in case he tried anything. "So, what do you need to ask me that is so important?" she asked. She would've used her magic and punched him through the wall, but she knew that would cause more trouble than it was worth. Still, she isn't going to let him touch her like that, and get away with it.

Looking her directly in the eyes, he decided to just ask straight out. At this point, he doubts that she is an enemy. If she was, she surely would've tried attacking him, already. Still, he needs to know, just to be sure. "How do you have magic?" he asked.

She raised a brow at him. "Really? That was your big question?" she asked, not understanding the value behind it. "You have magic, too. I understand that it isn't the most common occurrence, but it isn't exactly rare, either."

"What are you talking about?" Grayson asked, confused. "Where on Remnant are you from, where magic is normal?"

Jenny blinked. "Remnant? Um…don't you mean Earthland?" she asked.

The two of them just blankly stared at each other for a couple of seconds before what each other said fully sank in.

"Well shit." Grayson replied. He is going to need to have a little talk with Ozpin, no matter how much he is dreading it.

* * *

In the headmaster's office at Beacon Academy, Professor Ozpin is sitting behind his desk, sipping coffee from his mug. A couple hours ago, Grayson called him and told him about a woman that had magic, who he was suspecting to have played a part in taking some of Amber's powers. Then, not too long ago, he just returned from the police station, after accepting fifteen-year-old Ruby Rose into Beacon. He looked down at his empty coffee mug, frowning a bit.

"I'm gonna need some more coffee." he said tiredly.

"What you really need is an intervention." his assistant, Professor Goodwitch said from the other side of his desk. Though she understands the stress he is under right now, that man drinks more coffee than anyone else she has ever met, aside from possibly Doctor Oobleck. Although, she isn't even sure that what that man drinks is even coffee. With how energetic he is, she and a lot of the other professors believe that it is some sort of fuel, which he has yet to deny.

Suddenly, they heard the elevator ding, indicating they had a visitor. Although, Ozpin already has a feeling he knows who that is.

"Come in." he said.

Almost immediately, the door opened, and an irritated Grayson, followed by an angry Jenny walked into the headmaster's office. Ozpin gave Glynda a knowing look, and she sighed, before pouring him some more coffee.

"Would you please tell me why the hell you brought me all the way over here?" Jenny asked furiously. After basically learning that she is in a completely different world, Grayson led her out of the hospital, and the two of them got on an airship, which she found to be far less impressive than Christina. She kept asking him where they were going, and he kept answering with, "You'll get the answers after we get there." On the way to Beacon, though, he informed her about a couple things, though, like huntsmen, aura, dust, and the creatures of Grimm. Of course, none of it makes any sense to her, and she was frustrated with him for basically dragging her with him, that she wasn't really paying close attention to what he was saying. However, she at least knows that things are different in this world, than they are in Earthland.

Grayson leaned against the wall. "Well, we are here, so now you'll _hopefully_ get the answers you are looking for." he said, turning to Ozpin. He saw the emotionless expression on the professor's face, and he sighed. "Why do I have a feeling that you know the answer to what the hell is going on?" he asked. Though, that is probably because he normally knows about these weird things, yet, he always keeps them a secret, even though he is supposed to be a part of this so-called inner circle of his.

The professor simply shrugged his shoulders. "Might I ask, what exactly is going on?" he asked, hoping to shed some light on this situation.

"When you told me magic existed, I believed you. When you told me the truth behind the Grimm, I believed you. However, you never said anything about there being a world where magic was everywhere." Grayson responded, looking the headmaster directly in the eyes. "So, does the name Earthland ring a bell to you?" he asked.

For a brief moment, the headmaster's eyes showed a glimpse of surprise, but they quickly returned to normal. He took a quick look at Jenny, and he noticed the symbol on her shoulder. He sighed, before taking another sip from his coffee.

"You think that I kept this from you?" Ozpin asked.

"Did you?" Grayson responded, a little grumpy. He has lost all forms of patience, during the trip over to Beacon.

Professor Goodwitch approached Grayson, in an attempt to calm him down. She hasn't seen him get this angry since what happened three years ago, but she knows that him being angry isn't going to help the situation. She understands why he is upset with the headmaster, and she doesn't like that such important information is being kept from them. However, in times like this, it is important to keep a clear head.

"Grayson, I am sure that the headmaster has his reasons from keeping this from us." she said, turning back to send a small glare at Ozpin, before turning back to face Grayson. "I know that what happened with Teal made you question your faith in Ozpin, but getting angry now won't solve anything."

Grayson closed his eyes and breathed in and out, trying to calm himself. He knows that, but despite continuing to follow Ozpin, he doesn't exactly have the most trust in him. Meanwhile, Jenny watched with confusion written all over her face. She has no idea what the hell is going on, anymore. At first, Grayson was kind, but now he looks like he is about to blow, any second now. It doesn't help that she still doesn't know why she is here, or what these people want from her.

"I apologize for my associate's behavior." Ozpin said, getting Jenny's attention. "My name is Professor Ozpin, and I run Beacon Academy, which is the school you are currently in. I am sure you have a lot of questions."

She scoffed. " _A lot_ is an understatement. And so far, the only answer that I have gotten is that, apparently, I am no longer in Earthland. Although, from the way it sounds, you seem to know something about that." she said, narrowing her eyes as the headmaster. She is aware of other worlds existing, like the Celestial Spirit World, and she has also heard rumors about the world parallel to Earthland, Edolas. However, she never thought that it was actually possible to travel to other worlds. That, to her, just sounds crazy.

"You are correct, but also incorrect. I know of Earthland, but I am not certain of how you came to be in Remnant." he answered.

"Okay, but why did mister grumpy wolf over there make such a big deal about me being able to use magic?" she asked.

Ozpin sighed. "I apologize for that, as well. He had suspicions that you were possibly working with an enemy of ours." he explained.

 _"That would explain why he was so serious, earlier."_ she thought. Though, she doesn't understand why he thought she was an enemy. After all, he didn't know anything about her, aside from the face she had magic. Is having magic in Remnant really that big of a deal? She raised an eyebrow. "Why is that, exactly?" she asked.

The headmaster paused for a moment, thinking about what he should tell her. Ultimately, he decided that she may as well know part of the truth, since she already knows about magic. Besides, if they can get her on their side, they would have a possible advantage against Salem. Even if she decides not to help them, it is important that they don't let her fall into that woman's hands.

"What do you know about the legend of the twin wizards?" Ozpin asked.

* * *

 **AN: Welcome to my new story, The Brother's Legacy! Honestly, the name might possibly change in the future, but I'm not quite sure, at the moment. Naming has never been my forte. Anyways, this is going to be an OCxJenny fanfiction, which isn't a very popular pairing. I was inspired to give this pairing a shot by Insane Dominator. It was him who brought this underrated pair to my attention, and I wanted to give it a chance to shine.**

 **This chapter was a little bit on the shorter end, but I will fix that, in the coming chapters. Also, I will continue to update The Pokémon Representative, but I will now be alternating between that story and this one.**

 **Anyways, I hope that you enjoyed this chapter. Look forward to another one coming out sometime next week.**

 **Edit: I went back to add some things that I forgot to include. For the most part, though, nothing major changed. I just needed to add some small details that I carelessly forgot to include, when I first posted this chapter.**


	2. Chapter 2

After a brief introduction was done, Jenny sat in a chair in front of the headmaster's desk. Glynda continued to stand to the side of Ozpin, while Grayson stayed leaned back against the wall. He is still very irritated, but he has managed to calm down, at least a little. Still, whenever he looks at Ozpin, he can't help but send a small glare at the white-haired man. Ozpin has noticed this, but he hasn't made a comment on it, already expecting as much from Grayson.

There was a brief, awkward moment of silence before the headmaster cleared his throat. "So, Jenny, like I asked you before, have you heard of the legend of the twin wizards?" he asked, curiously.

Jenny placed a finger on her chin in thought. At first, she thought of the twin dragons from Sabertooth, but they aren't what she would call legends. However, after a couple of moments, she remembered something that her parents read to her when she was just a child.

"I…I am familiar with the story, but it has been years since I last heard it." she answered.

Ozpin nodded his head in understanding. "I'm not surprised. The legend has been around for thousands of years, after all." he responded, before taking another sip of his coffee. After putting his mug back down, he took another look at Jenny. "Can you please tell me what you remember of the legend, so that I have a better understanding of your knowledge on the subject?" he asked politely.

Giving him a slight nod of her head, she scrunched her brows in thought. "Well, from what I remember, the story was about two very powerful wizards. They were twin brothers, but they both used different kinds of magic. The younger twin used a combination of different ocular magics, while the older brother had a much bigger variety of spells to choose from. The older brother was considered to be the stronger of the two, and the younger brother was considered the smarter of the two."

Upon hearing this, Grayson's eyes widened in shock. _"Ocular magic…"_ he thought. _"It can't be."_

"They were among the first wizards to ever exist, and they were responsible for defeating some of the earlier threats to Earthland. They were viewed as heroes." Jenny continued. A small frown then formed on her lips. "However, no one really knows what happened to them. They just sort of…disappeared. Most people believe that they died in some isolated part of Earthland, but there are still those who believe that they simply went into hiding, to avoid the attention they were given."

A small smile appeared on Ozpin's face. "Very good. Although, you are wrong about both of those speculations." he said, causing Jenny's eyes to widen in shock. "Though there is some logic behind those theories, what really happened is much more similar to how you ended up in Remnant. The twin wizards didn't die, or hide from the people of Earthland. Instead, they came here, to Remnant." he explained.

"How?" Jenny asked in disbelief, hoping that Ozpin would know a way to get her back to Earthland. However, he was silent for a moment, making her slightly worried.

"I am afraid that I don't have the answer to your question, Ms. Realight." he responded. In reality, he does, but at the moment, it isn't possible to return her to Earthland. They simply lack the required method. If he could send her back, then he gladly would. "Although, I can tell you that the arrival of the brothers on Remnant is what led to a very popular fairy tale being born."

Glynda and Grayson both looked at him, with slight shock. The man is always unpredictable, and he keeps his face unreadable, making even harder to understand what is going through his head, half the time. However, neither of them were expecting him to so quickly tell a stranger about this.

"Professor, are you sure that it is wise to reveal this to her?" Glynda asked, a little hesitant.

Grayson nodded his head in agreement. "Yeah, Ozpin. You've made some questionable decisions in the past, but I think that you are taking things to a whole new level, with this one." he responded.

"I understand why you would feel that way, but I feel like we can trust Ms. Realight enough, with some of the details." he replied, looking directly into Jenny's eyes. Of course, he isn't going to tell her everything, but she could be useful when it comes to stopping Salem, who might be in someway responsible for why Jenny has suddenly arrived on Remnant. "I believe that we can help each other out. Though I may not be able to get you back to Earthland, I have a strange feeling that our enemy may be capable of doing such a thing. If that is the case, then it would be in our best interest to join forces." he explained.

Jenny raised a brow at him. "How about you explain all of this to me, before I agree to anything?" she suggested. She'd be willing to help, if it meant she could eventually go home, but she doesn't want to agree to anything, too quickly. It is clear that Ozpin is a man of many secrets, and that doesn't make her feel very confident in trusting him, right away, at least. She needs to have something to go off of, if she is going to have any part in whatever he is planning.

Ozpin nodded his head in understanding, giving Jenny a small smile. "Very well, then. First things first, I feel like I should tell you about the tale of the four maidens."

It took some time, but after a brief explanation, Jenny came to understand the situation at hand. Magic, while it does exist in this world, can only be used by the wizards Ozpin mentioned before, as well as the four maidens, who were given their power by the older wizard. Many believe it to just be a fairy tale, but is in reality real, and the maidens pass their powers on to another female, once they die. If she wasn't already a mage, this sort of thing would be hard for her to believe, but she has experienced her fair share of weird things, in the past.

"So, it is basically your job to protect these four maidens, so that this enemy of yours can't get their hands on them." Jenny summed up, receiving a nod of the head in return from Ozpin. "I guess that makes sense, since magic isn't exactly commonplace in this world, but where does the younger brother come into play?" she asked, remembering the second wizard in the legend.

A grim frown formed on the professor's face, quickly returning to his neutral expression, afterwards. "Unfortunately, the younger brother was killed, before the older brother gave some of his power to the four maidens. However, that was not before he left a legacy behind." he said, turning his attention towards Grayson. "Unlike the older brother, the younger wizard decided to take advantage of his new life in Remnant, and he started a family of his own. Upon his death, he left behind a wife, and a son. Since then, his legacy has lived on, as well as the magic he possessed."

Jenny noticed that Ozpin was looking at Grayson when he said all of that, and she couldn't help but be a little shocked. She knew that he had magic, but she didn't realize that he was linked to one of the legendary wizards. However, by the look on his face, it seems as if Ozpin hasn't already told him this, because he doesn't look very happy.

"I've asked before, why I had magic. You told me that it was passed down in the family, yet you never mentioned Earthland, or the younger brother." he said, glaring at the professor. "Why would you keep that from me?" he asked. Grayson knows that the man likes to keep secrets, but one would think that, if he is really connected to this wizard from the past, then he would have the right to know about his ancestor, and where he came from. "Also, that was one of my conditions to joining your little inner circle, to begin with. You promised me answers to the strange powers I have, yet you kept this much from me."

Ozpin sighed, giving Grayson an apologetic smile. "I know, and I'm sorry for keeping it from you. However, I felt the need to keep the existence of this other world a secret, not just from you, but from everyone else. If others were to find out about this, then surely there would be someone who would attempt to take advantage of this knowledge." he explained.

This didn't make Grayson any happier than before, but at least there was some sort of reason behind it. He does agree, that it would be bad if others were able to get their hands on magic from this world.

"What I don't understand, is how you know all of this." Jenny said, causing the others in the room to look directly at Ozpin. "If this is supposed to be such a secret, how did you learn about Earthland, to begin with, and everything about the maidens?" she asked.

Grayson and Glynda put two and two together, and they already know how, given what the headmaster has already told them, but they don't think it is wise for Jenny to know. At least, not yet, anyways.

The headmaster rested his elbows on top of his desk, bringing his hands together. "I understand why you are curious, but some things are left better unsaid, for the time being. I don't mean to be rude, but we need to know that you won't run off with all of what we've told you, before we entrust you with anymore secrets. I doubt you will, but it never hurts to be too cautious." Ozpin explained.

Jenny sighed, accepting his answer. He has a point. If he is still keeping secrets from the people that have worked under him for, most likely, years, then it is surprising he has unveiled this much to her, after only knowing her for an hour or so. "I guess that makes sense. Though, I am still uncertain, whether or not I want to help you. My main priority is to find a way home. I don't want to get mixed up in all of this drama." she said.

Ozpin nodded his head in understanding. "Of course. I wouldn't expect you to make such a decision hastily. We will give you time to think on the matter." he responded. "However, there is still the discussion of what you will do, until you can return to your home. After all, you have very little knowledge of our world, as well no place to stay, or money to purchase necessities."

"I almost forgot about that." she groaned, putting her head in her hands. "I suppose that Remnant doesn't use Jewels as currency?" she asked, already expecting a certain answer.

Glynda shook her head as a response. "Unfortunately for you, no. The currency in Remnant is called Lien." she explained. She is still surprised by everything going on around her, however, she knows that it is best to remain calm, in this sort of situation.

A few moments passed, before Grayson spoke up. "What kind of magic do you use, Jenny?" he asked.

Jenny thought about his question for a moment, before deciding that she may as well answer. It seems like they would be willing to help her, if she helps them, so she doesn't consider them to be enemies. "I use a form of Takeover Magic, known as Machina Soul. It allows me to absorb different kinds of machinery, and gaining their physical attributes." she explained, shocking Grayson and Glynda.

"It seems as if that form of magic would be very useful in Remnant, taking into consideration the advanced technology in our world." Glynda responded, to which Grayson nodded his head in agreement. However, it made him feel a little concerned, if Ironwood were to ever find out.

"I suggest that, at least until she decides if she'll help us or not, that we should keep this a secret from Ironwood." Grayson stated. "Telling the others should be fine, since I doubt they would tell Ironwood, knowing fully well how he can be sometimes."

"Ironwood?" Jenny asked.

"He is the general of the Atlesian Military, and he tends to throw morals out the window, if it means strengthening his army, or protecting the people of Remnant." Grayson explained coldly. Despite having a hatred for Ozpin, Ironwood is even worse. Ozpin, at least, takes the feelings of others into consideration, most of the time. However, Ironwood is someone who Grayson has never gotten along with.

After hearing his reasoning, Glynda couldn't help but agree. She isn't exactly a fan of the general, much like Grayson, so she understands why he would believe Ironwood would do something they may not agree with. "He has a point, sir. Until she agrees to work with us, I wouldn't be surprised if the general took things into his own hands." she said to the headmaster.

Hearing this made her a little nervous. "What would this general do with me, if I decided not to help?" she asked, dreading the answer to the question.

"Knowing him, he would try and have you arrested, under the reasoning that you could become a potential threat, in the future. Then, he would probably attempt to use your magic to enhance weapons for the military." Grayson explained.

Seeing the look of slight fear, as well as disgust on her face, Ozpin spoke up. "Do not worry, Ms. Realight. If things ever come to that point, then I will try to convince the general to leave you alone." he said.

Jenny nodded her head in understanding, though, it still didn't reassure her, very much. "Anyways, why did you ask me about my magic, other than wanting to know what you were dealing with?" she asked Grayson.

"Do you fight?" Grayson asked.

Jenny nodded her head. "Yeah. I am one of the strongest members of the Blue Pegasus guild." she answered proudly. Though people outside the guild think that the members of Blue Pegasus are jokes, she knows just how strong each member can be, and she is proud to be a member.

Grayson looked towards Ozpin. "Why don't you let her help out at Beacon?" he asked, shocking the blonde-haired mage. "I don't believe that she is a threat, but this would also allow us to keep an eye on her, in case… _she_ finds out about Jenny. Plus, it would help her make some sort of money, so that she can make a living here, until she can return to Earthland." he explained.

The Takeover mage of Blue Pegasus couldn't help but look at the wolf faunus in shock. Not that long ago, he was being rough with her and it seemed as though he couldn't stand her, and yet now, he is trying to help her get a job? She is grateful, but she is having a hard time figuring him out.

Ozpin hummed in thought. It isn't a bad idea, and it would help them keep her away from Salem's clutches. Is she were to get her hands on Jenny, especially now that they have learned about the magic she can use, it would be very bad for them. After thinking on it for a minute, he nodded his head. "Alright. Since she isn't a huntress, I don't think it is smart for her to be a teacher. If the students somehow find out, then that may cause issues. However, it may be easier to explain, if she became a teacher's assistant."

Though she doesn't like the idea of someone telling her what to do, if it will help her get paid, then she will have to deal with it. It shouldn't be too bad, as long as the teacher she is assigned to isn't-

"Grayson, I think that it would only make sense that Jenny be assigned to you as a teacher's aide. After all, you are the one who suggested it." Ozpin said, making Jenny immediately regret her previous thoughts. Of course, that is just her luck.

Despite his hesitance, it was his idea. He doesn't have anything against Jenny. It is just that, after earlier, he knows that things are going to be rather awkward between them. He feels bad for the way that he treated her, of course, which is why he is trying to help her by getting her a job a Beacon. "If she doesn't mind, then it is alright with me." he responded, looking towards Jenny.

She crossed her arms over her ample chest before replying. "Well, as long as I don't have to do anything unreasonable, then I guess I don't have any problems with it." she said, fully realizing that she is going to need a steady income if she wants to survive in this world.

This earned a small chuckle from Grayson. "Don't worry. The toughest thing that you may have to do is have a sparring match, every now and again. My class teaches the students how to work more efficiently as a team, so that they are less likely to fight among themselves while in the field, in the future. So, occasionally, I might have you team up with me, against one of the student teams." he explained.

Jenny nodded her head in understanding. That doesn't sound all that bad. If all she is going to have to do is help grade tests like a normal teacher's aide and spar with the students every now and then, it shouldn't be that hard. Though, she isn't exactly thrilled that she has to team up with him.

However, she snapped out of her thoughts when she realized something important. "Wait." she said. "Where am I supposed to stay, in the meantime?" she asked. At the moment, she has no way of paying for a hotel room, and she definitely isn't sleeping in the woods, especially knowing that they are probably full of those Grimm that Grayson mentioned, before.

"Well, the academy has a couple of rooms that are set aside for the teachers, if they decide to live on campus. Surely, you could stay in one of th- " Grayson cut Glynda off.

"She can stay with me." he said, sighing. This was a shock to Jenny, as well as Glynda. "No offense, but the rooms set aside for the teachers aren't exactly comfortable, and I know that from experience." he said, remembering his first year teaching at Beacon. It wasn't long after he had graduated from the academy, and he didn't have anywhere to live, so when he got the job, he decided to just live on campus. Although, as soon as he saved up enough Lien, he got his own place. "My house isn't necessarily luxurious, but I would say that it is at least more comfortable than the rooms available at Beacon. Consider this…an apology, for how rude I acted, at the hospital." He isn't particularly excited about letting Jenny stay with him, but if they are going to be working together, then it is important that they can at least get along. Maybe doing this for her would be a good way to start things on the right foot.

Though not thrilled, Jenny definitely thinks it to be a better option than living in a school dormitory. Besides, he is doing it to apologize for his actions earlier, so she may as well accept. Though she still doesn't fully trust Grayson, she can tell that he isn't a bad person. "Alright. I guess it couldn't hurt, until I can afford my own place." she responded.

Ozpin nodded his head in understanding. "Very well, then. It seems like everything is settled, for the time being. Now, it is quite late, so I would recommend going home and getting some rest. I am sure that, after everything that happened today, we could all use some sleep." he said with a small smile.

Grayson nodded his head in agreement. "Yeah. Although, don't think that this is over. I still want to learn more about my ancestor, and the origins of my magic." he said, sending the headmaster a small glare.

"I understand. Although, Jenny doesn't know much about Vale, and I doubt that she has any clothing with her. Tomorrow, you should show her around the city, as well as help her get any essentials that she may need. After that, if you come see me in my office, then I will do my best to answer any questions that you may have." Ozpin responded.

Grayson sighed, but he still nodded his head in understanding. "Fine. Though, I better get some answers, when I come back tomorrow." he said, before turning to leave the room. "Come on, Jenny. If we don't get going, then we are going to miss the last airship heading to Vale." he said, walking towards the elevator.

Jenny quickly stood up from her chair and went to follow him, not wanting to get left behind. However, before she got on the elevator, she turned around and gave a small wave to the headmaster and Glynda. "Well, it was nice meeting you…I guess." she said, before getting on the elevator with Grayson. She still doesn't know what to think of all this, but she has seen some strange things, in the past. She can just add all of this to the list.

The door to the elevator closed, and once Ozpin knew they were gone, he let out a small sigh. "This just makes things all the more complicated." he said underneath his breath.

"Sir, did you ever suspect that something like this would happen?" Glynda asked, referring to Jenny. She never thought it was possible for someone to travel to another world, though, she shouldn't be surprised, at this point. After all, since she started working for Ozpin, she has experienced things that you could only find in fairy tales.

Ozpin shook his head. "No, Glynda, I didn't. Honestly, I don't know how Ms. Realight arrived in Remnant. Though I do know of a magic that would make such a thing as travelling between worlds possible, it certainly is not something you could find just anywhere. I fear that Salem may be partly responsible for this, though I am not sure why she would bring Ms. Realight to Remnant." he explained. For all he knows, it may not even be Salem, though he doesn't know of anyone else who could possibly achieve something as rare as dimension travelling. Though, one would think that, if Salem was planning on using Jenny, that she would simply have her brought directly to her. It just doesn't make any sense.

"Are you sure that it was wise to inform Ms. Realight of the maidens?" Glynda asked, worriedly. "For all we know, this could be a part of some sort of trap."

The headmaster quickly took another sip of his coffee, which he is surely going to need, in these coming weeks. "Possibly." he said, placing his mug back on the desk. "However, if it is, that is a part of the reason why I am having Grayson keep an eye on Ms. Realight. If this is all a part of Salem's plan, then nothing will happen, without him finding out about it, first."

* * *

After leaving Beacon, Grayson and Jenny both got on an airship heading for Vale. Once they arrive in the city, they are going to go straight to Grayson's house. Like Ozpin said, after today, everyone could use some rest. They need to stay in good shape, in case something were to come up.

They both just sat there, not saying a word. Jenny is silent, simply because she isn't sure exactly what to say. One side of her is angry, while another side of her feels bad for him. It is obvious that he doesn't want to be a part of whatever is going on, and she can tell that he isn't fond of Ozpin, either. Although, she can understand why, considering how secretive he is from his subordinates.

Grayson, however, is thinking about everything that has happened in the past couple of weeks. He starts having visions of a woman he has never met before, and now that he finally meets her, he finds out that other worlds exist. Not only that, but he also learns that his ancestor with the brother of the wizard in the tale of the four maidens, which also means that, technically, he and Ozpin, the man who he hates more than most, are related.

"Stupid visions." he muttered underneath his breath.

However, Jenny noticed this. "Visions?" she asked. "What are you talking about?"

Grayson sighed, sliding back in his seat. He wasn't expecting her to have such good hearing. "It is a type of magic that I have access to." he whispered, just in case someone was listening in on their conversation. "Along with different kinds of ocular-based magic, I also see visions of the future. Sometimes, it happens while I am sleeping, and I am jolted awake with the vision fresh in my mind. Other times, it happens randomly while I am awake. However, I can only see the future of myself, or someone that I know." he explained.

"Well, that sounds pretty helpful." Jenny responded, seeing why such a magic would be valuable. If you can see the future, then if you don't like what you see, you have a chance to change it.

Grayson scoffed. "You would think, but it is more annoying, than anything. Besides, just because I can see the future, it doesn't mean that I can always change it, no matter how much I would love to." he said sadly.

Noticing the change in his tone, Jenny decided to move away from that subject. "So, um…why did you bring up these visions, to begin with?" she asked.

"For the past couple of weeks, I have been having the same vision, over and over again. I found it odd, since nothing ever happened in any of them. I would catch glimpses of a woman, a woman that I had never seen before. Though, knowing that my visions almost always come true, I knew that I would eventually meet this woman." he said, turning to face Jenny. "I guess my vision wasn't wrong, although, I wasn't expecting you to have magic."

Hearing this caught Jenny off-guard. He knew that he was going to meet her? Though, what she doesn't understand, is why he kept seeing images of her. "Why would I keep appearing in your visions?" she asked. "I understand that me appearing in Remnant is a big deal, but I don't get why all you would see in these visions is me."

Grayson let out a tired sigh, rubbing his forehead. "Honestly, I don't know anymore. I have gotten used to suddenly having these visions, but most of the time they don't make much since, until they happen. My visions are clear, but a lot of the time, they can still be quite confusing." he explained.

Jenny frowned. "Now it is starting to sound more like a burden, than anything else." she responded. If she had to deal with annoying visions that made no sense half the time, she would probably go crazy. That, or she would go on a shopping spree to get her mind off things. Though, it would probably end up being a mixture of both.

A light chuckle escaped Grayson's lips. "That's what I thought, when I didn't realize what I had was magic." he said, remembering when he had his first vision. He was no older than ten when it happened, and the pain in his head was so bad, that he ended up passing out. He and his parents thought that it was a strange medical condition, until what he saw in his visions started to come true. "It wasn't until I attended Beacon that I finally learned the truth about my visions, as well as learned about the other abilities I have because of magic. Though, for a while, I thought that Ozpin had told me everything."

Jenny noticed that Grayson's hands started to clench into fists, and his nails threatened to elongate into claws, any second now. "Are you…alright?" Jenny asked, starting to become a little worried that this is going to become some sort of trend. He gets mad, nearly lashes out at someone, calms down, and then apologizes afterwards. If that is the case, then things are definitely going to get interesting.

The wolf faunus closed his eyes and took a deep breath, trying to slow down his rapidly beating heart. As he calmed down, his nails returned to normal, and his breathing slowed down, a bit. "Like I said before, I have been rather stressed lately, a big part of which being the visions I've been having. Now, learning that Ozpin has been keeping something so big from me, from Glynda, even. It just…it makes me regret ever joining his little inner circle."

"Why did you join?" Jenny asked, causing Grayson to look at her. "I mean, you don't seem to trust Ozpin very much. In fact, I would say that you even hate him, by the way you interacted with him."

Grayson shrugged his shoulders. "True. Though, I joined, of my own free will. I wasn't forced into it. I once had plenty of faith in Ozpin, but that changed, when his secretive ways and plans backfired." he almost growled near the end.

Jenny was silent for a moment, remembering Glynda mention a name. "Was it because of…Teal?" she asked, thinking that she got the name right. However, when she saw Grayson's grip on his seat tighten, and the metal began to bend, her eyes widened in shock. _"I didn't realize that he was this strong."_ she thought.

"I've had enough talking, for a while." Grayson said, void of any emotion. He let go of his seat, and he took another deep breath.

Deciding that it was better to leave him alone for a while, she turned away from him and just waited for the airship to land in Vale. After what just happened, she has never been so eager for a trip to end, in her life.

* * *

The rest of the trip to Vale was silent, and when the airship landed, the two riders got off. Grayson handed the pilot some Lien, to pay for the seat that he messed up. The man gave him a questioning look, but after seeing the pissed off look on Grayson's face, he just held his questions, and he let the mage and faunus go about their business.

The walk to Grayson's house took nearly half an hour, since they landed in the middle of the city, and his home is near the outskirts. Luckily, on their way there, they didn't run into anymore thugs. Although, they wouldn't be much of a problem for Grayson. Still, he isn't in the mood to be dealing with criminals and racists, right now.

Grayson stopped in front of a two-story building. The walls are brown, much like the buildings around it, and the roof is white and checkered. The windows are ovular, and covered by white curtains from the inside. A small, wooden porch leads to the doorway, with a small awning above it.

Grayson and Jenny stepped onto the porch, and Grayson took his scroll out of his pocket. Much like the locks on the dorm rooms at Beacon, he unlocks the door to his house with his scroll. He held it in front of the lock for a second, before he could hear a small click. He turned the knob, and the door opened.

The wolf faunus walked inside, and he turned around to see that Jenny was still standing in front of the door. "Are you coming, or what?" he asked. "This isn't some sort of trap, if that is what you are worried about."

Jenny huffed and crossed her arms over her chest, before following Grayson inside. "I didn't say that, but can you really blame me for being a little cautious?" she asked, walking into the living room. It isn't very big, and for the most part, the dull, white walls are bare of any sort of decoration, aside from a few pictures here and there. Other than that, there is a small coffee table in the center of the room standing on top of a white rug, a brown couch that matches the floor, a couple of cabinets, and a holographic television.

Grayson shrugged his shoulders in response. "No, not really. Though, even if it was supposed to be some sort of trap, it isn't like I had the time to set anything up. After all, I was watching you for a majority of the day. Still, like I said before, this is an apology for the way I was acting, earlier." he explained.

Seeing the logic in his words, she just nodded her head. She took a couple of steps further into the living room, and she noticed a small kitchen jutting out from the right. For the most part, it looks like the average kitchen, aside from some technologies that she doesn't believe exists in Earthland.

Grayson plopped down on the sofa, letting out a small sigh. Now that he is finally home, he can rest. "Your room is the second door on the left, when you go upstairs, and there is a bathroom one door down from that. There are some clothes you can put on in the closet, though, I am not sure if they will fit you, which is why we are going to have to go shopping, tomorrow." he told Jenny.

"Alright." she said, about to walk up the stairs. However, then she realized what he had said. "Wait. You have women's clothes in your house?" she asked, raising a brow. "Why do you have women's clothes?" she asked.

It took a moment for Grayson to answer. "Just…just go, already. I'm sure that you are just as tired as I am." he said with a sigh. Seeing that she wouldn't get a straight answer from him, she did just that. She continued to go upstairs, and she went find the room that Grayson had mentioned.

She walked into room, looking at her surroundings. There is a small, brown bed with white covers, and the floor the covered in a white carpet. There is a small nightstand next to the bed, as well as a bookshelf on the opposite side of the room.

She opened another door opposite of the window, and she found quite a few clothes, all belonging to a woman. Jenny still doesn't understand why he has these, but she will just save the questions for later. Obviously, he isn't in the mood to answer questions, at the moment.

Jenny picked out a simple, blue shirt with short sleeves, and a pair of white shorts. After that, she left the room to go take a shower.

* * *

Once he heard the water start, Grayson finally stood up from the couch, and he made his way towards a picture on one of the walls. A small, sad smile formed on his lips when he looked at it. He remembers the day this picture was taken, very well. It was six years ago, before he and his team graduated from Beacon.

Grayson is standing in the middle of the picture. His appearance isn't very different from how he looks, now, but instead of his current outfit, he was wearing Beacon's uniform. His hair was also a bit longer, and messier. To his right, a tall, bulky, green-haired man had his hand on Grayson's shoulder, with a big smile on his face. A couple feet to the left of them, a woman that looks very similar to Jenny was standing with her arms crossed, rolling her eyes, However, she still had a small smile on her face.

However, the person that Grayson is focused on is the woman with her arms wrapped around him. She has teal-blue hair that stops at the base of her neck, with a single bang covering part of her right eye. Her eyes are a darker blue, and her smile still warms Grayson's heart, despite knowing he will never see it again. Though, what really saddened him was when his eyes moved to the ring on her left hand.

Tears began to form in the corner of his eyes. "You had the most faith in Ozpin out of all of us, yet look at what it got you." he said, drying the tears before they could fall. "Still, you are the reason why I haven't left that inner circle of Ozpin's. I know that you wouldn't want me to turn my back on him, even though it was all his fault."

After looking at the picture for a while, he decided that it was time for him to shower and go to sleep. If he stays awake for any longer, he will probably end up going crazy. He needs time to rest, and to calm down. Although, now he can at least rest, without having to worry about his vision, since he now knows why he has been having them.

* * *

The next morning, Jenny and Grayson woke up, and they both went into the streets. Jenny is wearing the dress she was wearing yesterday, since the clothes in the closet didn't fit her very well, and Grayson is wearing what he was wearing the previous morning while he was running. Although, he has his sword with him, just in case it is needed.

Before they went to different stores, Grayson had them stop at the bakery he went to yesterday. Jenny hasn't eaten anything since she came to Remnant, so like he assumed, she is very hungry. He would've come here regardless, though.

When they walked through the doors, and the heard the chime of the bell, they saw Cinna stick her head out from the back. She smiled when she saw Grayson. "I'm a little surprised that you came back again, today." she said, assuming that he would've stayed away for a while, after what happened yesterday.

Grayson sighed, as he continued to walk towards the counter, followed by Jenny. "Well, Cinna, I have been very stressed lately, but that has very little to do with what you said, yesterday." he explained, letting a small grin appear on his face. "Actually, at the moment, she is a part of that stress." he said, somewhat telling the truth. His visions were about her, after all, though, he wouldn't tell Cinna that, since she doesn't know about them.

Cinna looked at Jenny, blinking. "Oh. For a second, I thought that was Stella. Although, I shouldn't be surprised, since she rarely comes here, anyways." she replied.

Grayson nodded his head in agreement. "Yeah. She is going to be arriving before the students get here, though. She was just visiting her family in Atlas." he explained, before looking at Jenny. "Anyways, this is Jenny Realight. Ozpin is giving her a job at Beacon, as my teaching assistant. She will also be staying with me, until she can afford her own place."

Cinna smirked. "Oh. I guess you couldn't handle things by yourself, then." she teased, making Grayson growl slightly. That put Jenny on edge, however, it just made Cinna giggle, which surprised the blonde-haired model. "I knew that you had trouble adjusting to your job as a teacher, but I didn't think that you were that bad, that you needed an assistant."

This made Grayson roll his eyes, only slightly amused. "Haha, very funny. I'll have you know that I'm not that bad of a teacher. Still, this was mainly because Jenny needed a job, and while she has combat experience, she isn't a licensed huntress, so Ozpin couldn't make her an actual teacher. Though, that may change, in the future, if Ozpin lets her take the huntress exam." he explained. Although, Ozpin will most likely hold off on that, until Jenny decides if she is willing to help, or not.

Cinna nodded her head in understanding, and she smiled at Jenny. "Either way, it is nice to meet you. My name is Cinna Conan. My father and I run this bakery together." she greeted.

Jenny smiled at the girl, since she seemed to be very nice. "It's nice to meet you, as well. From the way it looks, you and Grayson know each other rather well, especially since you were able to tease him without him wanting to chew your head off." she said, making Grayson send a small glare at her.

Cinna giggled. "Yeah. He can be like that, sometimes. He has been coming here for the past nine years, at least one or twice at week, though, more than that, most of the time. He is our most loyal customer."

"Speaking of your father…" Grayson said. "Is he alright?" he asked. Normally, her father would be here in the front of the bakery, while she worked in the back.

A small frown formed on her face. "Well, he hasn't been feeling well, as of lately. He has been at home, resting as much as possible. Though, I'm not sure when he will be back." she said, sadly.

Grayson can't help but feel bad about her father. Since coming to Vale, he treated Grayson like he was his own son. He is normally a very cheerful and outgoing man. It would be a shame if something happened to him. "Well, tell him that I wish him a speedy recovery. Things wouldn't be the same around here, without him."

Cinna smiled and nodded her head. "Thanks. I'll be sure to tell him that. Now, what can I get you?" she asked, though, she already knows the answer.

Grayson chuckled. "We went through this yesterday. I'll take the usual." he said, before turning to Jenny. "What do you want?" he asked.

Jenny shrugged her shoulders. "I honestly don't care. As long as I get to eat something, that is all that matters." she groaned.

"In that case, I will take double the usual." Grayson told Cinna, and she got to work placing the fresh rolls in a bag. "By no means are they anything special, but you can't beat a classic."

Cinna handed Grayson the bag, and he gave her some Lien. Grayson and Jenny were about to leave, when Cinna called out to them.

"Don't give Grayson too hard of a time, Jenny. He may seem rough, but he is nice, once he warms up to someone." the dog faunus said.

Grayson sighed. "You make it sound like I am an actual wolf, or a dog." he grumbled, before walking out of the shop with Jenny.

As they walked through the city, they ate on the fresh rolls with cheese. Like Grayson said, it isn't anything special, but that doesn't make them bad. Still, Jenny wouldn't complain either way, since she is just happy to finally get to eat something. She hasn't eaten anything, since before she went shopping, yesterday.

While they were walking, Jenny noticed a lot of people giving them dirty or angry looks. The first thing she wasn't surprised about, since she has been dealing with that, for a while now. Although, she doesn't understand why people would be angry at them. However, when she looked at Grayson, she saw that he was looking forward without any emotion on his face.

"Why are they looking at us like that?" Jenny asked.

Grayson shrugged his shoulders. "Have I told you anything about faunus?" Grayson asked, which Jenny responded to with a shake of her head.

This made Grayson sigh. "Well, a faunus is basically someone with animal-like features. So, I am a wolf faunus, and Cinna and her father are both dog faunus. Many humans see us as lesser beings, which means that we are often targets of racism. Many shops refuse to serve faunus, simply because they think we are nothing but animals." he explained. He doesn't understand why, though. Sure, they look a little different, but other than that, a majority of faunus look more human than they do the animal they represent.

This doesn't sit well with Jenny, either. In Earthland, she has seen people like Milliana from Mermaid Heel and Tobi from Lamia Scale. In this world, they would be considered faunus, but from what she has seen, no one has treated them any differently. "That is disgusting." she said, getting a nod of agreement from Grayson.

"That is why I am bringing you to stores that allow faunus. Otherwise, they most likely wouldn't let you in, either, since you are simply affiliated with a faunus." Grayson explained, making Jenny even more surprised than before. She didn't realize that the racism was that bad, in certain places. He must've been through a lot, growing up.

Grayson and Jenny finished eating, and they began to look for clothing and other essentials for Jenny. Although, Grayson quickly regretted this, when he saw her in the stores. He had two girls on his team, and one of them grew up as a spoiled rich girl, but even she wasn't as bad when it came to shopping as Jenny. Very quickly, he found himself spending far too much Lien for his liking.

 _"_ _I'm gonna have to go on another hunt, soon, to get back what she just spent. Heck, it may take more than just one."_ he thought sadly.

After several hours of shopping, they ended up with several bags of clothing, and one bag of other things like toothpaste. Jenny is now wearing a purple dress that stops just above her knees, with long sleeves. There is a red ribbon wrapped around her waist, which matches her new red heels. Her dress, much like her other one, still shows off her large chest. After realizing what she normally dresses like, Grayson isn't very surprised at all the stares they have been getting. A lot of people, instead of glaring at him, have been staring at Jenny and her…assets. Though, seeing this disgusted him, and he sent a couple people small glares, causing them to quickly turn away. He believes that women should be treated respectively, and he finds it rude, that they are staring at her lustfully, like that.

Grayson showed Jenny around the city for a bit, until he decided that it was enough. He still wanted to ask Ozpin some questions, so they both got on an airship, to head towards Beacon.

* * *

Ozpin is currently sitting at his desk, drinking coffee from his mug. He is preparing for the initiation that is to happen in a couple of days, and he is making sure that all of the students' records are accounted for. He noticed something odd about one student's records in particular, though, he decided to wait until he saw the young man in action, before doing anything about it.

He heard the elevator stop at his office, and he put his mug down, already knowing who was there. "Come in, Grayson." he said. Almost immediately, the door to the elevator opened, revealing Grayson and Jenny.

"Ah, Ms. Realight. I see that you have everything that you need." he said, noticing the large quantity of bags, as well as the look of bitterness on Grayson's face. "So, now that you are here, what would you like to ask me, regarding your ancestor?" Ozpin asked Grayson.

Like yesterday, Grayson leaned back against the wall. "How long have you known about me being the descendent of the younger brother?" he asked.

The headmaster hummed in thought for a moment. "Well, I would say that was when I first realized you had magic. I knew that you weren't one of the maidens, since only females are capable of becoming maidens, and not many other people are capable of using magic, in Remnant." he explained. "Although, it was confirmed, when you first mentioned your visions. This is a type of magic that the younger brother possessed, as well, so it seemed fairly clear, to me."

"Why did you keep this from me?" Grayson asked, regaining some of his anger from yesterday. "I understand that you didn't want the word to get out, but don't you think that you could've trusted me, at the very least, with this sort of information?" he asked. "I mean, you would think that I would have the right to know, considering that I am greatly involved in this."

Jenny nodded her head in agreeance. She still isn't quite sure everything that is going on, but even she knows that Grayson should've been given this knowledge. "He has a point. I understand wanting to keep a secret, but this is his heritage. If anyone deserves to know about it, it's him." she said. Grayson nodded his head at her, silently thanking her.

Ozpin sighed. "I know. I see now that it was a mistake to hide this information from you, and I will add it to the long list of mistakes that I have made over the years. However, you must understand that everything I do is for a reason."

Grayson scoffed. "Yeah. A reason that ends up getting your followers killed." he responded coldly.

"Is there anything else that you would like to know?" Ozpin asked. He knows that if he said anything else, it would probably just make Grayson even madder than he was, before.

Grayson sighed and shook his head, before going to leave the office. "No, not really. I simply wanted an explanation as for why I didn't know about this, sooner." he said before stepping into the elevator, soon followed by Jenny.

Ozpin nodded his head in understanding. "Alright, then. Though, if you ever want to ask me anything, just let me know. It won't make up for me keeping this from you for so long, but I can at least try."

Grayson didn't respond. Instead, he just pressed a button on the elevator, leaving Ozpin alone in his office. He let out a tired sigh. "If my brother were here, he would've killed me, by now. What a great uncle I am supposed to be."

* * *

 **AN: Well, that is the end of the chapter! I hope that you all enjoyed it, for it will be the last update to any of my stories, before Christmas. After Christmas, I will get back to alternating between my stories, starting with my Pokémon and Fairy Tail crossover. Speaking of Christmas, Merry Christmas, for those of you who celebrate it. For those who don't, happy holidays! Anyways, with that said and done, if you enjoyed, please leave a review, because it would be greatly appreciated. Other than that, have a wonderful day!**


	3. Chapter 3

Jenny sighed, setting down yet another stack of papers on Grayson's desk. "Are we done, yet?" she asked, tired of organizing papers for his class. For the past couple of days, they have done nothing but get things ready for classes, since they start tomorrow. She understands that everything needs to be ready for when the students arrive, but she is getting bored of it, already. She isn't used to tedious work, like this.

Grayson examined the papers, making sure that they were organized properly. Once he made sure there weren't any mistakes, he picked them up into one of the drawers of his desk. "Yes, that is the last of them." he responded. Truthfully, he hates all the paperwork involved with teaching, but there's nothing he can do about it. Though, having Jenny around to help has definitely made things go a little quicker. He looked up at her, to see the irritated look on her face. A small, yet noticeable grin formed in his lips. "Just wait until the students arrive. It is going to get much worse." he responded, making her sigh again. This just made Grayson shrug his shoulders. "Hey, welcome to my world."

The blonde-haired mage sent him a small glare, not fully appreciating his attempt at a joke. "Hilarious." she said sarcastically, rolling her eyes. "It's not hard. I have gone on jobs more difficult than this, but it is just so tedious and boring. I don't understand how you can deal with so much paperwork." she explained, suddenly feeling bad for Master Bob and the other guild masters.

The wolf faunus stood up from his chair, stretching his arms and back a little, causing his bones to pop. "Well, it definitely isn't my favorite part of the job. I'll tell you that much." he replied before looking down at his scroll. It is almost noon. Although, there is still something else that he wants to get done, before they take a break for lunch. He grabbed his sheath, which is currently resting against the side of his desk, and he attached it to the side of his belt. Grayson then made his way towards the door, with a confused Jenny following behind him.

"Where are we going?" she asked.

"Just follow me. You'll see when we get there." he responded, not looking back at her.

Jenny sighed. _"It is such a pain to get a straight answer from anyone around here."_ she thought, though she still followed behind Grayson.

For most of the walk, they were silent. The only sound that could be heard was their footprints echoing throughout the halls. As they walked, Jenny tried to remember the path to get back to the classroom, so that she wouldn't get lost, later on. Though she has already seen most of the school, it is so big, that she still has trouble remembering where many of the different rooms are.

When they finally stopped walking, they were on the other end of the school. Grayson unlocked a door using his scroll, and when they entered the room, Jenny realized that it was some sort of training room. Like most gyms, there is exercise equipment scattered across the room, plus punching bags for those who want to work on their close combat skills. There is also a space cleared out, in case students would like to spar with each other.

"There is also a firing range, for students who want to work on their marksmanship. However, that is a whole different room." Grayson said as they walked into the room.

Jenny isn't surprised, though. It is a combat academy, after all. It wouldn't make sense if they didn't have somewhere for the students to train, outside of class. Though, she still doesn't get why Grayson brought her here.

"That is nice and all, but…why are we here?" she asked, noticing him walk towards an open part of the training room.

Grayson raised a brow at her, asking her if she was serious. "You seriously haven't figured that out, already?" he asked. When she just shook her head, Grayson sighed. He was really hoping that she wouldn't live up to the blonde stereotype. "You say that you are one of the strongest members of…Blue Pegasus, I believe. Well, that sounds great and all, but it doesn't really give me much to go off of. I want to see how skilled you are, for myself." he explained, resting his hand on the hilt of his sword.

Jenny blinked at him. "So, you just want to have a sparring match, to see how strong I am." she said, receiving a nod of Grayson's head. A small smirk formed on her lips. "Alright. I don't see why not. It is definitely less boring then doing paperwork all day." she responded, walking to stand opposite of Grayson. "So, how are we going to do this? Am I allowed to use my magic?" she asked.

Grayson scratched his chin in thought for a moment. He would like to see what her magic is capable of, as well, so he doesn't see why not. "Sure. You can fight however you normally would. However, I will be limiting myself to my hand-to-hand combat, and my sword." he answered, making her confused.

"Why? Aren't you going to use your magic, or this semblance that I have heard of?" she asked. If he wants her to go all out, then why won't he?

Grayson shook his head. "I try to only use them, when it is absolutely necessary. Besides, my goal is simply to see what you are capable of. This isn't a serious fight; it is just a simple sparring match." he responded.

She smirked. "I'll prove to you that I am more than just a pretty face." she said, confidently.

"Says the model." Grayson scoffed. He doesn't have any problems with models; just the attitude that they tend to have. From experience, Grayson has found that most models or those of higher social status, especially those who are human, tend to be extremely selfish and arrogant. So far, while Jenny has complained a lot and ended up spending a good portion of his Lien, she hasn't made herself out to be like other models. Of course, this could be because she has some sort of combat experience, but he can't really be sure.

Grayson tapped some buttons on his scroll, causing a monitor on the nearby wall to activate. Soon enough, a picture of Jenny and Grayson appeared on it, with a green bar under both pictures. Grayson unlocked her aura yesterday, so that the students wouldn't question how she had a "semblance," without having an aura. Although, much to his surprise, she has quite a bit of aura. It could have something to do with her also having magic, but he isn't certain about that.

"We're going to treat this like a tournament style match." Grayson stated. However, since Jenny isn't from Remnant, she isn't aware of what tournament rules entail. "The fight will be considered over whenever one of our aura meters reach the red. So, it is important to keep an eye on your aura meter, so that you can determine when it is wise to go on the offensive, or to stick to defense." he explained, pointing to the meters underneath their pictures.

Jenny nodded her head in understanding. It seems simple enough. Though different from the tournament matches in the Grand Magic Games, it is fair enough. This just means that she is going to have to remain on guard, to avoid carelessly taking hits, that she could've easily evaded.

Seeing that she is ready, Grayson took a defensive stance, never taking his hand away from the hilt of his sword. He has never seen her fight before, so he has no idea what to expect. Although, since she doesn't have any weapons on her, he can assume that she will fight with hand-to-hand combat. Though, what her magic can do is still a mystery to him.

 _"_ _I'll let her take the first move. Then, I will take advantage of my speed to dodge whatever she tries to hit me with."_ he thought. Although he is interested in how she normally fights, what he really wants to see is what her magic is capable. Once he has a feel for her regular style of combat, he will begin to fight back harder, to get her to use her magic.

Jenny stared Grayson down, trying to come up with a plan. Much like him, she doesn't know much about his fighting style, other than that he uses a sword. Although, he said that he won't use his magic or semblance, which means there are two less things for her to look out for. Although, that doesn't mean that she can drop her guard completely.

 _"_ _It seems like he isn't going to move. He is probably waiting for me to strike first, so that he can counter attack."_ she thought. She smirked. _"If that is what he wants, then I'm happy to give it to him."_ she thought, charging towards the wolf faunus.

Grayson stood his ground, not making any attempt to escape. Soon enough, Jenny was right in front of him, aiming a right hook for his face. However, he dodged by simply tilting his head out of the way. Jenny pulled her fist back, attempting a punch with her left hand this time. Though, he dodged it by mimicking what he did the first time. She continued to throw punches at him, which Grayson dodged by taking a couple of steps back and slightly moving his body out of the way. However, she was faster than he was expecting, and she managed to land a couple of good hits, here and there.

The power behind her blows caught Grayson by surprise, as well. One hit was enough to send him sliding back a couple of feet. He wasn't expecting her to have this much physical strength. _"Perhaps she is stronger than I originally gave her credit for."_ he thought.

Jenny stopped her punches to send a roundhouse kick to Grayson's face, however, her eyes widened slightly when the wolf faunus caught her leg. He lifted her off the ground, and he spun her around to pick up momentum, before throwing her.

The blonde-haired mage hit the ground, slowly rolling to a stop. She then took a knee, looking up to see Grayson quickly closing the distance between them. She barely had enough time to bring her arms up to protect her face before she was hit. The force behind the hit made her skid back and stumble a bit, but she managed to keep herself from falling over.

However, when she looked up, Grayson was gone. As she was standing up, she was hit again, from behind. She turned around and punched, though her fist ended up hitting air. "I would suggest aiming for me, instead of blank space." Grayson suggested from behind her, which made Jenny grunt in irritation. She spun around and tried to kick him in the side of his stomach, but he avoided it by stepping back. While Jenny was still on one leg, Grayson took advantage of it and swept the other leg out from under her, making her fall on her back with a small grunt of pain.

Grayson watched as she stood up. "Not bad. Though, you tend to leave openings for your opponent to take advantage of." he commented.

Jenny narrowed her eyes at him, and then she looked at the aura meters. They are both still in the green, though, Grayson's seems to be a little lower than hers. This made her smirk. "Well, I believe that I am currently winning, so I would say that I am doing pretty good." she responded.

Her opponent merely shrugged his shoulders. "I admit; I underestimated you. I didn't expect you to be as fast or as strong as you are. That was a mistake on my part." he said, slightly bowing his head. Though, when he looked back at her, Grayson's eyes had a serious glint in them. This caught Jenny off-guard for a moment. "With that said, I still have yet to draw my sword." he said, motioning to his still sheathed sword. "I am decent in hand-to-hand combat, but I am far better with a sword than I am fighting with my fists. Show me that it is necessary, and then I might draw my sword." he challenged.

The blonde-haired mage sent him a small glare, seeing that he is just toying with her. "Oh, you'll be drawing that sword alright." she responded, running towards him. She ran around him and tried to kick him in the side, however, Grayson just blocked it with his arm. He then grabbed Jenny's arm and pulled her it, causing her to lose her balance and stumble towards him. He did a two-punch combo in her face, before spinning and kicking her in the chest, making her stumble back a bit.

Jenny tried to regain her balance, but yet again, Grayson disappeared with a burst of speed, reappearing behind her. He kicked her in the back, making her fall flat on her face with a grunt of pain. He backed away from her, giving her a chance to stand up. He doesn't want the fight to end too quickly, after all. She still hasn't used her magic, yet.

As she stood up, she grunted in anger. She turned around to face Grayson, only to see him looking at her with a blank expression on his face. This made her even angrier. He isn't even trying, and yet she still doesn't stand a chance against him. Yes, he is a professional huntsman, but are their skills really that far apart?

Having enough of looking like a fool because of him, she calmed her nerves and focused her magic power. Grayson sensed the flare of magic power, and his eyes widened slightly. Jenny became surrounded by a bright, golden light, and a smirk is now visible on her face.

"Let's see how you deal with this." she said, the light enveloping her even more, until she wasn't even visible. The intensity of the light made Grayson cover his eyes with one of his arms, because while it didn't hurt, the bright light did bug his eyes, a bit. After years of using his ocular magic, his eyes have become very sensitive.

Grayson narrowed his eyes at her, trying to ignore the light the best he can. _"Is she finally getting serious?"_ he thought.

The golden glow soon faded, letting Grayson get a look at Jenny's Battle Form. However, he only had one response for her.

"Does it really matter that you wear armor, if your stomach is visible?" he asked, causing a tick mark to appear on Jenny's forehead.

Her head is covered by a dark headband attached to ear protectors that stick out backwards. She is wearing a dark battle suit with light edges, splitting into two pieces. A revealing shirt shows off a lot of her large chest and belly, and her legs are covered by a pair of pants that are designed similarly to the rest of her outfit, exposing parts of her thighs. She is also wearing light gloves that reach up to her shoulders, with metal plating and metal bands. Her legs are covered by armored boots that reach up to her thighs.

"Is that really all you have to say about it?" she asked, hoping that her appearance would catch him off-guard, at least a little bit.

Grayson shrugged his shoulders in response. "I'm not indecent enough to let something like this distract me." he responded, causing her to sigh.

"Well, it was worth a try, I guess." she responded with a playful grin. "Still, my Battle Form is much more than just attractive." she said. "Would you like me to show you?" she asked, a smirk forming on her lips.

The wolf faunus raised an eyebrow at her. That is what he has been waiting for, this entire time. "Can you just stop the flirting, and attack me already." he suggested.

Jenny shrugged her shoulders. "If you insist." she responded, taking off with a burst of speed that took Grayson by surprise. In this form, she is almost as fast, if not equally as fast as he is. She arrived in front of him, punching him hard in the chest, sending him sliding back a couple yards, until he almost hit the wall. He looked up at his aura meter, and he realized that one hit nearly brought him down to half his total aura.

Suddenly, his ears perked up, alerting him of Jenny dashing towards him again. He ducked underneath her punch, causing her to keep going and hit the wall behind him. Once her fist made contact with the wall, Grayson could feel the ground shake. She had hit the wall so hard, that a large crack had formed in it, making Grayson sigh.

"Great. That's coming out of my paycheck." he mumbled underneath his breath. While she was still turned around, he gave her an aura-infused kick to her back, which managed to push her back a couple of inches. However, the armor of her Battle Form was able to absorb most of the impact. Jenny then turned around, and she grabbed Grayson's face, slamming him into the floor, creating a mini-crater underneath him.

Jenny let go of him, and she backed up, letting him step out of the small crater. He rolled his shoulders and cracked his neck, letting out a small sigh of relief. "Man, you got me good, there." he said, dusting off his clothes a bit. He sighed and looked back at Jenny. "Well, I wasn't expecting that, but I guess I shouldn't be surprised. I could sense your magic power when you transformed, and it was far stronger than I anticipated." he said, moving his hand towards the sheath on his belt.

Jenny's eyes quickly moved to inspect the sword that Grayson has. It is a katana with a slightly curved, black blade, a rectangular guard, and a brown hilt. To her, there isn't anything special about it. She can't sense any sort of energy from it, so she doubts that it is anything more than a regular katana.

Grayson held Umbra firmly with both his hands, leveled with the middle of his stomach. He has his knees slightly bent, with his right foot being just in front of his left. He looked up at Jenny, the serious look in his eyes startling her. "This fight has been much more interesting than I expected. Sadly, I only wanted to see what your magic is capable of. In the future, we can have another fight, if you want. However, I feel like it is time that I end this."

Jenny spread her legs out, getting in a defensive stance. While the tone in his voice has her a little concerned, she still has a small smirk on her face. "In case you haven't taken a look at our aura meters, mine is still very much in the green, whereas yours in nearing red." she responded, curious as how he plans to win, even though she still has the overwhelming advantage when it comes to aura levels.

However, her smirk disappeared when Grayson's lips formed a smirk of his own. "I wouldn't doubt my chances, if I were you. Now that Umbra is in my hands, this match is as good as mine." he said, referring to his sword. Jenny was about to question what he meant by that, when she suddenly felt a spike of power coming from Grayson and Umbra.

Umbra began to crackle with electricity, caused by the lightning dust that is stored in it. However, that wasn't all. Next, a black, shadowy aura began to coat the blade, until Umbra was a mixture of black and yellow. He could very well try to win this fight without using this, or he could just call off the fight. However, he doesn't want to do that, and with this, the fight is ensured to end very quickly.

Jenny looked at the sword with wide eyes. She can't sense any magic coming from the sword. What she is sensing is pure aura. "I thought you said that you weren't going to use your semblance." she said, actually a little frightened of the power that Umbra now holds.

Grayson's smirk only widened. "I'm not. This isn't my semblance. This is just an example of what you can do, with good enough aura control. This is a sword technique that I created, combining the usage of dust and enhancing Umbra with my aura." he explained. "You've shown me what a mage is capable of, so now, let me show you what a huntsman is capable of. I'll end this fight with one swing." he said, taking off at her at an alarming speed.

The blonde-haired mage attempted to run, but Grayson appeared in front of her, blocking her from escaping. As a last-ditch effort to stop his attack, she tried to hit him in the head. However, he just ducked, and he continued his swing.

 **"** **Secret Aura Blade-Vibrant Fang!"**

Grayson slashed at Jenny's bare stomach, since that is the biggest weak point in her armor. His sword sliced through her aura, depleting it in one shot. Her body shined gold for a moment, before the light disappeared. This signaled her aura reaching its limit.

Jenny stumbled forward a bit, but she didn't fall. The impact from the sword was enough to make her stomach sore, but otherwise, she is unharmed. Realizing that she lost, she sighed, and she let herself return to her normal form.

Grayson sheathed Umbra, walking towards Jenny. "I held back, so that you wouldn't actually get hurt from that attack." he said, drawing Jenny's attention. "Though you may have lost, I am impressed by your strength, and your speed even rivaled mine in that form of yours. There is much to improve on, but no one is perfect. No matter how strong you become, there is always room for improvement."

Though she lost, Jenny still smiled. She was just outclassed by him, and there isn't much she can do about that, other than work harder. "Yeah, thanks. I may have lost, but I still managed to keep you on your toes for a while. That is an achievement, I guess." she responded.

Suddenly, a laugh from the door to the training room caught their attention. "Well, you've certainly done better than most who face off against him." a voice said. "Most people hardly last a minute. Though, he wasn't actually serious in your fight, just now. I could tell he was holding back."

Grayson sighed. He knew that she would be getting here, sooner or later, though, he was kind of hoping for later. "Hello, Stella." he called out, obvious to Jenny that he isn't too pleased. "How long were you watching, and when did you get back in Vale, anyways?" he asked.

A woman with blonde hair stepped into the training room. Unlike Jenny, her hair is cut short, stopping just below her shoulder blades. Her white hairband stops it from falling in her face. Her eyes are onyx-black, and she is wearing a flowing, white dress that compliments her impressive rack, as well as her curvy figure. She is also wearing a golden necklace with a lightning dust crystal carved out in a teardrop shape hanging from it, as well as a pair of white heels. Her dress is outlined with a starry pattern.

"I've started watching, just before she transformed, and I got back from Atlas, last night." she responded, a wry smile on her face. "Did you miss me?" she asked sarcastically.

Grayson rolled his eyes and crossed his arms over his chest. "Like how I miss Ozpin on a bad day." he responded with the same level of sarcasm, causing Stella to laugh again. She made her way towards Grayson and she wrapped an arm around his shoulder playfully, which the wolf faunus didn't enjoy one bit.

"Come on, everyone knows that you couldn't hate anyone more than you hate Ozpin. Every time you see him, the first thing you do is start glaring." she responded. She let go of him, taking a few steps back to look at him. However, her joking attitude has now been replaced with one of concern. "Speaking of glaring, how have your eyes been while I've been gone?" she asked.

"No worse than usual." Grayson responded. "Though, I've been holding back from using my magic unless necessary, to prevent them from getting worse."

Jenny remembered what he said before they fought, and after hearing this, now she realizes why he refrained from using magic. He didn't need it, so he didn't use it, to prevent his eyes from getting worse. Although, she didn't realize that his magic took such a toll on him.

"I know that some types of magic have their drawbacks, but I didn't realize that ocular magic could cause that much harm to a person's eyes." she said.

Grayson shrugged his shoulders. "It's only natural, considering the amount of strain it puts on the eyes. Though, it isn't anything you need to worry about." he responded, waving off Jenny's concern.

Hearing Jenny talk about Grayson's magic, Stella turned to face her. "So, I'm guessing that you are the one that Ozpin told me about." she said.

"Ozpin already told you? Didn't you just get back, last night?" Grayson asked.

Stella sighed tiredly and nodded her head. "Yeah. Though, a couple days ago, Ozpin sent me a message, saying that he needed to talk to me when I got back. So, the first thing I did when I came to Beacon this morning was to talk with Ozpin." she explained, focusing on Jenny. "Though, I definitely wasn't expecting any of this." she added.

The blonde-haired mage placed a hand on one of her temples and sighed. "Tell me about it. Not even a week ago, I was shopping my butt off in Crocus, and now I am suddenly in another world? Not to mention that, apparently, some evil force might be the reason why I am stuck here."

This made the other blonde in the room let out a small giggle. "Yeah. Things around here are often pretty crazy. I wouldn't believe half the stuff I've been told, if I haven't seen it for myself." she responded.

Jenny raised a brow at her. "Meaning that you've actually been told things?" she asked, making Stella laugh.

"Wow. You are beginning to sound more like Grayson." Stella said, making the wolf faunus in question glare at her. "No. Just like Grayson and the others, I have only been told so much. Though, I've honestly gotten used to it, no matter how much I don't like it." she explained. Yes, it bugs her that secrets are being kept from them after they agreed to join the cause, but she is much like Teal in the regard that, she too believes Ozpin keeps things from them from a reason.

"Can we please get off this discussion?" Grayson almost growled, getting tired of talking about Ozpin.

Stella nodded her head in understanding. She would rather not switch on his aggressive mood, so early in the day. "Anyways, I don't think that I've properly introduced myself." she said to Jenny. She gave the Blue Pegasus mage a smile. "My name is Stella Voyager, and I used to be on the same team as Grayson: Team GHST."

Jenny returned the smile. "I'm Jenny Realight, although, you were probably already told that." she responded, receiving a nod of the head in return. Although, she then took notice of what she said. "Wait. You said, "used to be." Did something happen?" she asked.

The mood in the room immediately dropped. Stella stiffened and looked at Grayson with worry. He is silent with his head down and his eyes shadowed. After seeing their reactions, Jenny began to regret asking. "I'm sorry. I shouldn't have asked." she said.

Stella gave her a reassuring smile, though it was somewhat forced. "Don't worry about. Let's just say that…something happened that caused our team to split apart, and go our separate ways. We weren't – aren't happy about it, but it is something out of our control." she explained.

Jenny accepted this answer, knowing that there are things that are better left unsaid, for the time being. "I understand." she responded.

"Great." Stella responded, clapping her hands together. "So, how about we go get something to eat. It is lunch time, and I am sure that both of you are hungry after that fight."

Grayson shrugged his shoulders in response. "That's fine with me."

A loud rumbling noise could be heard, and both former members of Team GHST looked at Jenny, who is blushing a little from embarrassment.

"Well, I guess you know my answer." she responded, making Stella laugh, while Grayson just rolled his eyes at both of them with an amused grin on his face.

* * *

The three of them went into Vale and got something to eat at a small diner in the northern part of Vale. It isn't anything fancy, but the food is relatively cheap, and it tastes pretty good, as well. Jenny and Stella both got some sort of salad, while Grayson got a burger. However, this resulted in Stella scolding him for not eating healthier.

"How do you expect to stay in fighting shape, if you keep eating so many carbs and greasy foods?" she asked.

Grayson sighed, already expecting this to happen. This happens every time that they get something to eat. "I've been doing just fine, so far." he responded. A small smirk then formed on his lips. "Besides, I don't think that the way I eat is any worse than the way Qrow drinks."

Stella had to stifle a laugh. "I still don't get how the man can drink so much, without having liver problems." she responded.

Jenny raised a brow at this. "Who is Qrow?" she asked.

"He's a huntsman. A strong one, at that. He also works underneath Ozpin." Grayson explained.

"He also happens to be Remnant's heaviest drinker." Stella added, with a small giggle. "No matter where he goes or what he does, he's always got his flask with him, and he is also almost always drunk. You'll be lucky to catch him sober."

"He doesn't sound as bad as someone in one of my friends' guild." Jenny responded.

Grayson scoffed. "I doubt that they could beat Qrow when it comes to drinking." he responded.

Jenny smiled. "Apparently, she drinks several barrels of booze, every day."

Stella went wide-eyed, and Grayson's jaw threatened to drop to the ground. Neither of them believed that it was possible for someone to be a bigger drinker than Qrow, but it looks like that is the case.

"Damn." was all Stella could say to the information.

* * *

In the middle of nowhere, a man with jet-black hair and red eyes sliced a Beowolf in half with his sword. As he was putting his sword on his back, a strange chill went down his spine, getting the feeling that something terrible just happened.

After a moment of thought, he sighed. "I need a drink." he said, taking out his flask and downing the contents of it.

* * *

After getting past their initial shock of someone being a bigger drinker than Qrow, Grayson and Stella continued to catch up with each other. Although, Jenny couldn't help but watch them with confusion. When Grayson first found out that she was back, he seemed like he wasn't very happy about it, yet they look comfortable just talking with each other about things that happened during their break.

"I don't get why you got so nervous, when Stella first showed up. You two seem to get along, rather well." Jenny commented.

Stella smiled. "Yeah. That is mainly because I always tease him, but that is because he is like a little brother to me." she replied.

"We're the same age." Grayson said.

"Yes, but I am a couple of months older than you." Stella retorted.

Jenny smiled at the sibling-like bickering between them. It is nice to see this side of him, after seeing him nearly go off on Ozpin, several times in the past couple of days.

"Speaking of family, how is yours?" Grayson asked Stella, already knowing the answered.

Stella groaned in annoyance. "It was horrible. Despite me being a huntress for years, they still aren't happy about it." she complained.

"Why are they so against it? I understand that it is dangerous, but somebody has to do it." Jenny said.

Grayson sighed. "Despite knowing that she is capable as a huntress, her parents both feel like it is demeaning for her to do such dangerous work, when she is part of such a wealthy family." he said, holding back a growl that threatened to escape his throat. Obviously, he isn't a big fan of her parents.

Stella frowned. "Yeah. My father is a business partner to the Schnee Dust Company, which is the biggest producer of dust in all of Remnant, and my mother is an actress. They believe that it doesn't fall upon us to protect the people of Remnant, and that those of a lower social status should be tasked with that. I always hated the way they thought, but they are still my parents, and I can't do anything to change that." she explained.

In a way, Jenny understands that. Her parents never wanted her to become a mage, because they knew that it was dangerous work. However, that didn't stop her from becoming one. She still ended up becoming a model, afterwards, but that doesn't mean that she would just stop helping people.

She let out a small scoff. "I know that I can be self-absorbed sometimes, but your parents sound like real pieces of work." she stated, receiving a small giggle from her fellow blonde.

"That's putting it lightly." Stella replied with a roll of her eyes.

Suddenly, Grayson felt his scroll buzz in his pocket. He took it out and checked his messages, letting out an irritated sigh when he saw who was messaging him. "Just great." he muttered under his breath, standing up to leave.

"What happened?" Stella asked, worriedly.

"Unfortunately, Ozpin needs my help with something regarding the new students. I need to get back to Beacon, as soon as possible." he said, leaving behind his share of Lien on the table as a tip.

"You go right ahead. I'll stay with Jenny and keep her company. She has probably been stuck with you for the past couple of days, so a little girl time might do her some good." Stella said, giving the other blonde at the table a smile.

Jenny smirked. "It'll be nice to get some time away from Mr. Grumpy Ears." she responded, earning a laugh from Stella.

Grayson sighed as he began to walk away from the table. "I let her stay at my place out of the kindness in my heart, and this is what I receive as thanks." he grumbled. "I definitely feel appreciated." he said sarcastically.

* * *

As soon as Grayson was out of earshot, Stella began to dig for information. "So, how badly has he treated you since you got here?" she asked. "When he has his little mood swings, he can be hard to deal with. I should know, I've been stuck with him for the past nine years." she said, earning a small chuckle from Jenny.

"Well, he was pretty rough at first. Though, given the circumstances, I don't blame him. He's been stressed out for weeks, and apparently I am the cause of all that." she explained, remembering him tell her about his visions. A small smile then formed on her lips. "Still, it hasn't been that bad. He even apologized about him snapping like that, and he has been nice, since then. I still have to put up with his teasing, but I got my revenge the other day, when he took me shopping for clothes." she continued.

That made Stella smile deviously. "How bad was it?" she asked, curiously.

"There were at least six or seven bags, not even including the essentials." she responded, giving Stella a high-five when she saw her hold her hand up. They've only just met, but Jenny can already tell that she and Stella are going to get along, just fine.

* * *

While Jenny and Stella got acquainted with each other, Grayson returned to Beacon to help Ozpin with whatever he messaged him for. Despite resenting Stella and her teasing, he would prefer to be back with her and Jenny, then back at Beacon dealing with Ozpin.

He stepped out of the elevator and into Ozpin's office without waiting for the headmaster to say anything. "Alright. What did you need help with?"

Ozpin looked up from a data pad, and he looked at the already irritated wolf faunus standing in front of his desk. "Why hello to you, too." he responded, earning a blank stare from Grayson. "Anyways, before I get to the matter at hand, would you care to explain why I felt the academy shake, earlier this morning?" he asked.

Grayson shrugged his shoulders in response. "I wanted to see how well Jenny did in combat, as well as test out her magic power." he answered.

The white-haired headmaster raised a brow at him. "Well?" he asked.

"She's pretty good. Though, there is definitely much room for improvement. I only saw one of her forms, but from what she told us about her magic before, I am sure that I have yet to see her full potential." Grayson explained.

Ozpin nodded his head in understanding. "Has she mentioned anything about whether or not she has agreed to help us?"

Grayson shook his head. "No. As far as I know, she is still thinking about it." he responded. "Okay. I answered your questions, so now can you please tell me why the hell you really called me over here?"

The headmaster smiled briefly before nodding his head. "Very well. The students have completed their initiation, and I wanted your input on who I should assign as the team leaders. After all, you are the Team Development professor." he answered.

Grayson frowned. "So basically, you are too lazy to do it yourself, and you are having me do it for you?" he guessed.

The headmaster didn't say anything. Instead, he just handed him his data pad, before folding his hands together on top of his desk. "You have until five this afternoon to decide. I need to have the leaders picked, before the ceremony tonight." he responded.

Grayson sighed, going to return to his classroom. "There goes the rest of my day." he said to himself.

* * *

Later that night, Grayson, Jenny, and Stella watched the ceremony from behind the stage in the amphitheater. To say that Grayson is mentally exhausted is an understatement. He's spent the last several hours, watching the footage of the students fighting in the Emerald Forest, and figuring out which students would be best suited to be leaders.

However, the two teams that caught his interest the most were the last two teams announced: Teams JNPR and RWBY. Both teams are diverse, their members being from different kingdoms, as well as having very different styles of combat. Together, they make up for what the other members of their teams lack.

Nora Valkyrie, while seeming to be hyperactive and unstable at times, is a strong fighter with destructive capabilities. Her partner, Lie Ren, is the exact opposite of her, being silent and able to keep a clear head. His skills are more comparable to his own, considering that he is more of a speed fighter than he is a powerhouse.

However, the last two members of JNPR, he isn't sure how to feel about. Pyrrha Nikos is a brilliant student, as well as an incredible fighter. Out of the four members on her team, she is the most capable, and most well-rounded. However, Ozpin disagreed with Grayson, and instead of her being the leader, it was Jaune Arc. By the way it looks, he didn't even know what aura was until today, his skills with a blade and shield are mediocre at best, and he also doesn't seem to have much confidence in himself. Still, Ozpin felt like his strategical mind was well-suited for being the leader. Grayson can agree with that, but he still doesn't think that Jaune has what it takes to protect the rest of his team in the field.

Team RWBY, however, is a different story. Not only are two of them Qrow's nieces, and are very skilled huntresses-in-training, but then there is the heiress to the Schnee Dust Company, as well as someone who's parents are family friends of his.

Weiss Schnee, while very smart and skilled, is far too confident in her own abilities. Being confident in your skills is a good thing, but being overconfident is a liability that can cost those around you their lives. Even after all these years, Blake Belladonna is still very secluded. She even covered up her ears, which he personally doesn't agree with. Despite being skilled in combat, her secluded nature would make it difficult to lead a team of her own. Yang Xiao-Long is a firecracker ready to explode. Her short-temper, fiery attitude, and raw strength all make her a force to be reckoned with. However, her compulsiveness could also lead to causing even more trouble for her and the rest of her team.

Finally, there is Ruby Rose. Despite being two years younger than the rest, she is very skilled with her sniper rifle/scythe, Crescent Rose. She is fast, and she even managed to take down a Nevermore, by running up a mountain and slicing its head off. For someone her age, that is very impressive. Of course, being younger than everyone else, she still has much of her childishness. However, she has something that the others don't have, and Ozpin saw this as well. He and Ozpin both agreed that Ruby would be best fit for the role as leader.

Grayson looked over at Jenny and Stella, who are both still talking about something that happened while they were in Vale. His gaze fell on Jenny, and he couldn't help but agree with what Ozpin said at the end of the ceremony.

This is going to be an interesting year.

* * *

In a warehouse somewhere in Vale, Roman Torchwick is speaking with someone on his scroll. A map of Vale with several locations circled and marked, including Beacon Academy, is on the wall in front of him. Several moments passed, and he slammed the scroll down on the table in front of him. He let out a tired sigh and brought a cigar to his mouth, taking out a lighter and lighting it.

The sound of wheels spinning could be heard behind him, and he turned around to see a member of the White Fang wheeling a cart carrying briefcases towards him. Roman gave him some Lien, and the man pocketed it.

"Open it." Roman ordered, and the man opened the briefcases, revealing a variety of different dust crystals. Roman picked up a blue dust crystal and looked at it.

"We're gonna need more men." he said to himself.

In the corner of the room, a cloaked man let out an amused chuckle. It is hard to make out the man's features due to the cloak, but some things that stand out are his mismatched purple and green eyes, as well as the golden crown symbol located on the shoulder of his cloak.

"I think that I can help with that." the man said, a mischievous smile growing on his face.

* * *

 **A/N: And that's it for this chapter! I hope that you all enjoyed it, and I also hope that everyone had a wonderful New Years. I'd say that this chapter is more of a light-hearted one, given the banter between Grayson, Jenny, and Stella. Now that Stella has finally gotten back from visiting her family, she and Jenny will have many opportunities to mess with Grayson.**

 **I also hope that the fighting scene was alright. Honestly, I am still trying to improve at writing fight scenes, since it isn't what I am most comfortable with. I ended up rewriting that one scene several times, and I am happy with the final results, though I know that there is still much to improve on.**

 **Anyways, with all of that out of the way, if you enjoyed, please feel free to leave a review, because I greatly appreciate any feedback that I am given. I hope that you all have a wonderful rest of the day, and I will see you all later, with the next chapter!**


	4. Chapter 4

The next morning, Jenny was rudely awoken from her slumber by a harsh knocking at the door. Her eyes flew open, and she quickly sat up, glaring daggers at the wooden door. "Did you have to knock so loudly?" she asked irately. He could've done it, without startling her. Although, it wouldn't be the first time Grayson woke her up, like that.

Though she couldn't see him, from the small moment of silence, she assumed that he just shrugged his shoulders. "I tried knocking lighter, but nothing seemed to happen. I would've just gone in and woke you up, but I felt like that would've been an invasion of privacy." he explained. Even though they have only known each other for a week, Grayson has already discovered that Jenny can be a rather heavy sleeper. Although, considering that classes start today, and he would rather not show up after his own students, her heavy sleeping isn't very welcome. "Just start getting ready. It is almost seven, and our first class starts at nine. I won't be late, just because you can't wake yourself up." he called to her.

Jenny heard his footsteps move away from the door, and she let out a small sigh. She still doesn't appreciate the rough wake up call, but he does make a valid point. She was lucky enough to be given this job without any difficulty, so being late on the first day wouldn't be right of her. So, begrudgingly, Jenny slid out of bed and onto her feet, going into her closet to select an outfit.

What she chose to wear is a bit different than what she normally would wear, but she believed that this was better suited for a classroom, than her usual dresses. That won't stop the students from ogling her, but at least with this, she isn't showing as much as she normally does.

After taking a quick shower and changing, Jenny is now wearing a long-sleeved, lavender top with a matching lavender skirt. Her clothes hug her figure, but it at least conceals her rather large chest. She is also wearing a pair of purple heels. Her usual earrings are present, and her hair has been done in its usual fashion. Although, she has decided not to wear her necklace.

She looked in the bathroom mirror with a content smile, overall happy with her new outfit. Of course, when she isn't at school, she will go back to her regular style. While she likes what she is wearing now, she can't help but let the model side of her loose. Although, there is one thing that she doesn't like about the top she is wearing. It covers up the Blue Pegasus mark on her shoulder.

Jenny is quite aware that it is probably better that way, so that no one questions her about it. However, she can't help but frown. Despite the mood she was in after what transpired before she went to Crocus, Blue Pegasus is still her home. She still cares about the other guild members. She wonders if she will ever be able to return to her friends. Though, only time will be able to tell.

After getting dressed, she left the bathroom and went downstairs. When she reached the bottom of the staircase, she noticed Grayson sitting on the couch in the living room, with his feet up on the coffee table. "Hurry up and eat. We need to get going, soon." he said, without looking back at her. One thing that he really likes about having a pair of wolf ears, is that he can tell someone is coming, without really trying. It is very convenient.

It wasn't until he said something, that Jenny realized that there was food on the kitchen counter. There is a plate with bacon and eggs, as well as a glass of juice. She also recognized the smell of fresh bread. Although, it is different than what he normally gets from the bakery.

"Was this from the bakery?" she asked, receiving a shake of the head.

"No. I woke up a little early this morning, so I decided to make my own." he answered. He noticed the look that Jenny was giving him, and he shrugged his shoulders. "It is one of the perks of being a baker's son." he responded. If he doesn't buy it from Cinna and her father, then he makes his own. Although, he normally just buys it from them, since he doesn't always have the time to make it, himself.

Just by looking at him, she would've never imagined he was a baker. Although, after trying the bread for herself, she couldn't deny it. While it is just plain bread, it is warm and fresh, and it is better than what she would buy at a grocery store.

* * *

Once Jenny finished eating breakfast, the two of them began to head towards Beacon. Despite almost being late, they managed to make it, in time to at least get somewhat prepared for the day's classes. It is only the first day, but that doesn't change that it is still a day of class. While Grayson doesn't do too much teaching on the first day, he at least likes to give his students a general idea of how the class will go. This also helped Jenny get accustomed to things, since she has never taught, before.

After the first two classes were done, Jenny started to feel more comfortable speaking in front of the students. Of course, there were still a couple of incidents where she caught someone staring at her for longer than she is comfortable with, but Grayson quickly caught their attention to avert the staring, which she was grateful for. Although, she also noticed how some of the students reacted to Grayson.

Their first two classes were with some of the upperclassmen, which means that they are at least familiar with Grayson. However, several of the students had looks of disgust on their faces, while he talked. Yet another example of racism towards faunus. Even though he is their teacher, they still act like he is nothing but a dirty animal. They at least give him enough respect to keep their opinions quiet, but it still bothers her, that someone like Grayson is treated in such a manner.

After the first two classes, there was a small lunch break, which Jenny and Grayson both spent in the teacher's lounge. It isn't very big, and there isn't much special about it, either. It has a couple of tables, as well as a microwave, a refrigerator, and a coffeemaker. Although, the coffeemaker is mainly used by the coffee addicts of the academy, Professor Ozpin and Doctor Oobleck.

While they were eating, Stella joined them, which Jenny was pleased about. Her fellow-blonde is wearing something similar to Stella, however, her outfit is a combination of white and gold, minus the earrings that Stella has. Jenny was still a little irritated about the students, and she was hoping that having a nice conversation with Stella would calm her down.

Once her fellow-blonde heard her concerns, she gave a small laugh. "Its only the first day, and you are already getting aggravated." she said jokingly, making Jenny slightly glare at her. Stella raised one of her hands defensively. "Just don't let it get to you, so badly. I know that it can be irritating, but be glad that the upperclassmen are at least acting mature about it. Since attending the academy for a year or two, many of them have learned to keep their racist comments to themselves, realizing that voicing their stupid opinions wouldn't get them anywhere." she explained. Although, she soon started laughing, again. "Although, the whole staring thing can't be helped. You are a model, after all. There is only so much that you can do to keep their eyes off you."

Jenny scoffed and rolled her eyes. "That doesn't make it right, though." she responded. Not only is it wrong for them to judge someone, simply because they look a bit different than everyone else, but she is also twenty-five. She is way too old, for all of them. If they really want to stare at someone, then they should stare at someone a bit closer to their age group.

Grayson took a sip of his water, before sighing and placing his cup down. "No, it isn't. Though, things won't change in a day. There is still a long road ahead of us, before faunus and human can truly be considered equal." he responded sadly. Unfortunately, there are some people who will never see things that way, whether it be a human who refuses to treat the faunus with respect, or a faunus who believes that violence is the only way to bring equality. "As for the model thing, it would've been a lot worse, if you wore your usual outfit."

The takeover mage just rolled her eyes. He isn't wrong, by any means. Still, that doesn't mean she has to like it.

"You better watch out, though. Your next couple of classes are going to include the first-year students, and I have already had the pleasure of teaching some of them." she said sarcastically, shaking her head. "Seriously. Some of them are alright, but others are straight up racist pigs, and then there is one in particular that believed that she was too knowledgeable about dust to be in a dust manipulation class." she said, and Grayson didn't have to do much thought to realize who she was talking about. These individuals are going to be in their next class.

"I assume you are referring to Cardin Winchester, his team, and Weiss Schnee." he stated, earning a nod of the head in return. He sighed. "Well, judging from his records, Cardin's feelings towards faunus don't surprise me. Also, given Weiss' status as the heiress to the Schnee Dust Company, she probably believes that she knows far more about dust than anyone else." he analyzed.

She didn't recognize the first name, however, she remembered hearing something about the Schnee Dust Company, before. It took her a moment, but then she thought back to their conversation at lunch, the day prior. "That is the company that your father is partners with, right?" she asked, receiving a nod of the head.

"Yes. I've met Weiss, before, due to my father's ties with her father. However, the two of us never really got along." she explained, irately.

However, this only made Grayson chuckle. "Don't forget, you used to be a lot like her, before you graduated from the academy. Hell, the two of us couldn't even be considered friends, until our third year in the academy." he said, making Jenny eyes widen from shock.

"I thought you two were close like siblings." she said, not able to picture them actually hating each other.

Stella nodded her head. "We are. Though, we weren't always this close. We had our…rough patches along the way, but things have smoothed over."

Grayson nodded his head in agreement. "Exactly my point. You changed, so I suggest that we give Weiss some time to adapt to her life at Beacon. Hopefully, she will learn and grow, much like you did." he explained his reasoning, before a frown worked its way onto his face. "Though, I don't really know what to do about Cardin. His hatred for faunus was developed from his parents' own hatred towards them. It is something he grew up learning, which will make it even harder to shake him of it." he said. The staff, for the most part, is aware of his family's aggressive nature towards faunus. Still, they couldn't turn him down, since there is still a slim chance he will change.

Jenny shrugged her shoulders in response. "If what you say about him is true, then he will probably just end up embarrassing himself in front of everyone. Arrogance will be his biggest downfall." she said. Still, she is happy that she will only end up seeing him, every other day. Since both Grayson and Professor Goodwitch's classes involve a lot of combat, no student has each of them the same day, which means that their classes essentially swap with each other, every other day.

Her fellow blonde nodded her head in agreement, letting a small and mischievous smile form on her lips. "Just try not to be too hard on him, Grayson. I don't think that the nurse will appreciate the extra work."

The wolf faunus gave a small scoff, before shrugging his shoulders. "We'll see. Hopefully, he will be smart enough to keep his mouth shut." he responded. "If not, then it will be his own stubborn fault."

"At least try to settle things without causing a mess." Jenny pleaded. After seeing how bad his temper can get, she doesn't want to see how destructive he can be when provoked.

Grayson chuckled. "Well, first off, I don't have to worry about causing a mess. In our fight, it was you who was wrecking the training room." he reminded, making her look down in some shame. "Second, I don't intend on fighting him, unless he decides to make things difficult. I can't have him constantly getting in the way of my teaching with his racist comments. Just think of it as a lesson, to show him that his way of thinking won't help him become a huntsman." he explained. "Besides, it wouldn't be the first time something like this happened, and it wouldn't be the first time that my methods got positive results. The headmaster is alright with it, so long as I don't seriously injure any of the students."

Jenny looked at him incredulously, not believing that the headmaster of a school would allow a teacher to beat up his students, even if it is to give a lesson. Though, after thinking about it for a moment, she stopped questioning it. This is a school that trains warriors. She shouldn't be surprised that Ozpin would allow something like that.

Grayson looked down at his scroll, noticing that it was almost time for the next class to begin. He stood up from his seat, looking at Jenny. "Well, it is time to get going. We wouldn't want to almost be late, again." he said. Jenny nodded her head in agreement, before standing up. The wolf faunus then looked at Stella. "I'll be sure to tell you how it goes, after classes are over."

Stella grinned, knowing very well that she would hear about it, one way or another. Though some might think differently, adults are just as prone to gossiping as teenagers, and the professors at Beacon aren't an exception to that. Anyone who has met Oobleck and Port outside of class would know this. "Alright. Though, what I said before still stands. Try not to hurt him, too badly." she responded, watching as her former team leader and Jenny went to leave. Grayson shrugged his shoulders and gave her a small wave, without looking back at her.

"I know. You worry too much, sometimes." he said, before disappearing from the room.

After they were gone, Stella sighed, shaking her head. "Knowing your temper, I have the right to be worried."

* * *

Minutes after Grayson and Jenny arrived in the classroom, students began to pile inside. Of course, it took a while for everyone to get there. Grayson isn't surprised, considering that it is the first day of classes. More than likely, most of them are going to get lost on the way to class, and at least a few of the teams are going to arrive late. With this in mind, he couldn't help but chuckle upon seeing Team RWBY bolt into the classroom, just a few moments before class was to begin. He heard Weiss complaining about how the others, more than likely Ruby and Yang, slowed them around with their clowning at lunch.

 _"_ _I shouldn't be surprised. Given who those two are related to, he doubts that there is a dull moment, with them around."_ he thought, stepping forward to face his class. A bell then rung, signaling the beginning of class. Just as he was about to begin speaking, that was when the final team entered the room.

Upon entering, the classroom, the orange-haired leader of said team sent Grayson a disgusted look, before he and his team took their seats. Cardin sat with his legs crossed on top of the desk, and with his arms behind his head.

Grayson and Jenny exchanged a quick glance with each other, already knowing that this isn't going to go well. However, they can't let it get in the way of class. Once more, he faced his students, clearing his throat.

"Well, now that everyone is here, I think that we can finally begin." he stated, not getting any sort of verbal reply. "If you aren't already aware, my name is Grayson Canis, and I will be your instructor for this course." he greeted. He then gestured towards Jenny, who is standing a little to the side. "This is Jenny Realight. She is my assistant for this class, and she will be responsible for small things around the classroom, as well as helping me with certain lessons and demonstrations."

Jenny smiled. "It is nice to meet all of you." she greeted. Though, she frowned when she looked at Cardin and his team. _"Well, almost all of you."_ she thought.

After seeing Jenny, Cardin sent a glare at Grayson. Not only was a faunus allowed to teach them, but he also had a hot woman as his assistant. Though, what really makes him mad is that the woman appears to be human, yet, she is willingly working as the assistant to a filthy animal. It disgusts him.

Grayson noticed the glare, though, he chose to ignore it, for the time being. As long as Cardin doesn't voice his opinions, then there won't be a problem. "In this class, I will be teaching you all to work more effectively as a team. Considering that your teams were only formed yesterday, it will clearly take time and effort, before you will be able to function like proper teams should." he said, thinking back to how it took three years before his team finally started pulling themselves together. A serious frown then worked its way onto his face. "That being said, it is imperative that you learn to get along with each other, or at least tolerate each other. When you are out in the field, any little mistake in communication, or any little argument can cause problems. Currently, you are only students, but once you graduate, despite us being in a time of peace, things will be much different. It is my job to prepare you for when that day comes." he explained with a solemn tone.

Everyone was silent after that. Many were expecting the class to be boring, just like Port's or Oobleck's. They weren't expecting things to be so serious, on the first day. However, Jenny understands why he is saying all of this. He once led his own team, and one way or another, something happened, and it caused their team to fall apart. Grayson doesn't want something similar to happen to his students, and his firsthand experience might be able to prevent that from happening.

"So, in the future, we will be having mock battles and team building exercises, to help improve your teamwork. You may not find them necessary, but I believe that it is better to have them, than to not have them." he explained. He is a firm believer in the motto "better safe than sorry." He would rather them be well-prepared, instead of sending them to early deaths, because they couldn't get past a petty squabble. "Now, before we continue, does anyone have any questions?" he asked.

"Yeah. I've got one." Cardin called out. Everyone turned to look at him and his team. "Why are we being lectured on teamwork by an animal?" he asked, shocking many of the students. Not all of them are big fans of the faunus, but they wouldn't openly speak out against their teacher, like Cardin is doing. "Huntsman or not, I don't see how the headmaster thought having a faunus as a professor was a good idea." he stated angrily.

Jenny narrowed her eyes at the orange-haired boy. She definitely understands why Stella didn't like him. She was about to go and teach that jerk a lesson in respect, however, Grayson blocked her path, never taking his eyes off Cardin.

"I see." he responded, holding back the growl that threatened to escape his throat. "Well, I have been a teacher here at Beacon, since I graduated, and never once has a student failed my class. I would like to know why you think me working here is a mistake on the headmaster's part." he insisted. If anything, he is doing old Ozpin a favor by working here. He could've left a long time ago, yet he is still here.

"If I was the headmaster, I wouldn't trust an animal with a bunch of students." Cardin scoffed. Seeing how Grayson was having a hard time holding himself back, Cardin smirked. "Although, what's even worse is that woman. Filthy animals are nothing but scum, but those who willingly follow orders from them are even worse."

Hearing this was the last straw for Jenny. From what she heard, she knew he was a racist pig, but she didn't realize that it would be _this_ bad. "Now you listen he- "She was about to give Cardin a piece of her mind, but she was interrupted by Grayson, who seems to be just as mad as she is. Though, he is still holding himself back, which she can tell is very difficult for him, given how hard he is glaring back at Cardin.

"Now, Mr. Winchester." he started out coldly, walking closer to the rows of seats where the students are. "While I don't tolerate racism of any kind, nor do I appreciate your lack of trust in my abilities to teach you and your peers, I would've let it go for the time being if all you did was bring me into question. However, I will not stand for the way you are treating Ms. Realight. She is simply here to do her job. There is no reason to treat her so rudely." he said.

Jenny can't believe what she is hearing, right now. He isn't getting furious because of him being racist towards faunus. He is getting furious, because Cardin is being disrespectful towards her. She appreciates it, but at the same time, she doesn't understand why he cares so much.

Among the students, Blake Belladonna had an almost unnoticeable grin on her face. _"He hasn't changed, since we last saw each other."_ she thought. He was also very protective over others. Although, her grin soon turned to a frown. He was always protective, but he was never this protective over someone. _"Either he cares about her a lot, or something happened."_

Finally having enough of Cardin's attitude, Grayson decided it was time he gave Cardin and his team a lesson. "Alright, Mr. Winchester. If you believe so strongly about this, then how about you and your team go get your armor and weapons, and then come back here. I was going to wait until at least tomorrow for a demonstration, but if you don't trust my capabilities as a teacher, then I guess I just need to show you for myself."

Without hesitation, Cardin and his team left the classroom to get suited in their armor and to grab their weapons. However, after that little display, some of the other students couldn't help but talk amongst each other.

"Man. I'm not sure what is worse: Cardin's hatred towards faunus, or our professor's temper." Yang commented, earning a scoff from Weiss.

"I may not be particularly fond of the faunus, either, but I wouldn't blatantly scrutinize our professor in front of his students, and I most surely wouldn't disrupt his class to do so." she said, not entirely approving of Cardin's behavior.

Ruby wasn't paying too close attention, because of something on her mind from earlier. However, she was still paying enough attention, to realize that she wouldn't want to anger either person in question.

"Well, to answer your question, Yang, Grayson's temper is definitely worse. By no means do I like Cardin's attitude, but I wouldn't want to end up on the opposite side of Grayson's sword." Blake answered. "Honestly, I almost feel bad for CRDL." she said. Almost. Not quite, though.

Yang looked at her partner, slightly tilting her head in confusion. "Wait. It sounds like you know our professor." she said, receiving a nod of Blake's head in response.

Blake turned to face the front of the class, where Jenny and Grayson are both discussing something. Though, she can't hear what they are saying. "My family and his family are pretty close, so I remember seeing him a couple of times, when I was younger. Although, it has been years since I last saw him." she explained. While she stayed in the White Fang, he was off becoming a huntsman. She is glad to see that he hasn't changed, in some ways, though, she can tell that there is something different about him. She just can't figure out what it is. "All I will tell you, is that you don't want to make him angry. His anger doesn't have anything to do with his power, like yours does, Yang. Though I still wouldn't want to fight him, when he is as irritated as he is, right now.

Hearing this made Ruby a little nervous. "Is he really that bad?" she asked.

"Just watch for yourself. You'll see what I mean." Blake responded. She is also interested in how this fight goes, since she hasn't seen him fight in a while. She is curious as to how much he has improved over the years.

* * *

Meanwhile, Jenny was trying to convince Grayson to let her help him in the fight. Though he keeps denying it.

"Come on. I am irritated, just like you are. I know you don't need the help, but at least let me give them a piece of my mind." she pleaded.

Grayson shook his head in response. "While I am doing this because I am tired of his attitude, I am also using this as an actual lesson, for the entire class. I may be mad, but I still intend on doing my job." he explained. "If you were to fight, then I am sure that you would only be focused on beating them up."

As much as she wanted to deny it, she really did want to just punch Cardin. In her mind, he deserved it. Though he does give a valid argument. After a couple moments, her shoulders slumped forward, and she let out a disappointed sigh. "Fine. I'll sit this one out." she responded. "That doesn't mean that I am happy about it, though." she said, crossing her arms underneath her chest.

Grayson walked behind his desk, picking up his sheath and looking at it. He doesn't think he will need it, but he attached it to his belt anyways. He doesn't want to underestimate them, too much. If he does, then he may come to regret it.

"Don't worry." he told Jenny, placing a hand on top of the hilt of his sword. "You'll get a chance, soon enough. Just let me handle it, for today." he said, receiving a nod of the head in return.

Once Cardin and his team finished preparing, they returned to the classroom and went in front of the class. Grayson was setting up the aura meters, and soon enough, their pictures were all displayed on the monitor. "Alright. This will be treated like a tournament match. As soon as your aura reaches the red, you are out." Grayson stated, taking another look at his students. "Any questions?" he asked.

Cardin shook his head, smirking as he rested his mace on his shoulder. "Nope. Man, this is going to be easy. You may be a huntsman, but there is no way that you will be able to take on all four of us, on your own. You would've been better off, having that disgrace of a woman help you." he said, making Jenny glare at the orange-haired boy. Grayson, on the other hand, couldn't help but let out a small growl.

Sure, he could just report this to the headmaster. This kind of behavior isn't what Beacon needs, and surely Ozpin would do something about it. Though, given how stubborn Cardin seems to be, he won't change until he realizes just how wrong he is.

Grayson's grip on Umbra slightly tightened, but he didn't unsheathe it. People like them don't deserve the effort. "Remember, Mr. Winchester, that there is always someone stronger than you. By no means am I the strongest fighter in the world, but that doesn't make it wise to underestimate me." he responded. A moment passed, and Cardin and his team remained silent. Grayson took this as them being ready. "Whenever you are ready, you can begin." he said, letting them make the first move. Though, if Cardin's personality says anything about his fighting style, then the wolf faunus already has a feeling he knows what Cardin will do first.

Like he expected, Cardin charged forward, raising his mace over his head. He is planning on using brute force to take Grayson down, which is a big mistake on his part. Instead of moving to dodge, Grayson just stood there, waiting for Cardin to reach him.

As Cardin neared his target, his smirk widened, thinking that he was going to let him land the swing. _"I'll show you that you don't belong here!"_ Cardin thought, bringing his mace down on Grayson's head. However, much to his surprise, Grayson just disappeared, generating a small burst of wind that almost knocked Cardin back.

He blinked, wondering where his teacher went. "Where the hel- "he was interrupted by the knee that slammed itself into his back, sending him flying forward. Everyone, aside from Jenny, was caught off-guard by the burst of speed. Even Blake was surprised. She knew that he was fast, but he was never this fast, before.

Cardin rolled to a stop on the ground, taking a knee and glaring at the wolf faunus. He then looked at his aura meter, realizing that one hit took off a decent chunk of aura. He looked back at Grayson, only to see a serious look etched on his face.

"Like I said, it isn't wise to underestimate your opponent." Grayson told him. Though, that only fueled the orange-haired boy's anger further. He looked to his team, seeing how they were looking at Grayson with looks of shock on their faces.

Cardin let out a small, frustrated growl. "Don't just stand there! Fight!" he yelled, snapping his teammates out of their state of shock. They nodded to their team leader, before rushing into battle.

Russel was the first one to act, leaping into the air and spinning like a buzz saw with his two daggers in front of him. Grayson jumped back, avoiding the mohawked teen's attack. Russel landed in a crouched position, jumping forward at the wolf faunus and slashing diagonally at him with both daggers. However, Grayson avoided it by flipping over him. Though, this gave Sky a chance to strike at him with his halberd.

Grayson moved his head slightly to the left, causing the halberd to miss him and hit Russel in the back of the head. He then tripped Sky with one foot, making him lose him balance, before grabbing his arm and swinging him around. The blue-haired teen's back collided with Russel's, causing them both to stumble back a bit. However, this was short-lived, because Grayson jumped and kicked both of them in the face, making them fall and roll on the ground.

The force behind Grayson's kicks sent him back a couple of feet, and he would've fell on the ground, if not for landing in a handstand. At that moment, both Cardin and Dove rushed him at the same time. They both swung at their professor, hoping that he would be vulnerable like that. Instead, Grayson spun, dodging both of their weapons, as well as kicking both in the side of the heads. Cardin and Dove both staggered back, allowing Grayson to get back on his feet. While they were still in a daze, Grayson appeared in front of Cardin with incredible speed, before punching him in the face and grabbing his arm.

Suddenly, Grayson's ears perked up, hearing the sound of a weapon shifting, and then the sound of a gun loaded. Before the bullet could reach him, he pulled Cardin in front of him, with the orange-haired teen's arm pinned behind his back. The bullet hit Cardin square in the chest, making him send a glare at Dove for shooting him accidentally.

Dove, seeing his leader's angry face, was about to apologized, when the leader was suddenly thrown at him, making both of them fall to the ground. Grayson then turned around, ready to counter Russel and Sky's blades.

* * *

The students couldn't help but gawk at the sight in front of them. Team CRDL was getting absolutely destroyed, getting embarrassed after everything Cardin said.

Yang winced when she saw Grayson turn around and punch Russel right in the face. "Man, I hit way harder than that, but even so, I wouldn't wanna be that guy, right now. They don't stand a chance against him." she said.

Weiss crossed her arms underneath her chest, letting out a small scoff. "Of course, they aren't. He is a professional huntsman." she responded. "What else would you expect? Those four were fools to get on his bad side, on the first day."

Ruby and Jaune both nodded their heads in agreement, not wanting to be in their position.

"It wasn't their smartest move." Pyrrha commented, with Ren silently agreeing, as well. Meanwhile, Nora is a bit more excited.

"Yeah! Show them who's boss!" she yelled.

Blake, however, just watched the fight dully. She knew the result of the fight, before it even started. He hasn't even drawn his sword, yet. If anything, he is just toying with them, to show them the error of their ways. Hopefully, after this, they will think twice about insulting the faunus, as well as talking back to their professors.

Jenny just smiled, watching Grayson teach Team CRDL a much-needed lesson. She wishes that she could be the one doing it, but there is always next time.

* * *

About two minutes later, Grayson punched Dove hard in the stomach, making him go flying into the wall of the classroom. His aura finally depleted into the red, leaving only Cardin. Although, he isn't doing so well, either. His aura is in the yellow, slowly inching towards the red. One more good hit, and this fight will be over.

After realizing this, he quit trying to attack him head on, instead dodging a punch that was aimed for his face. Though, he wasn't very graceful with his dodge, and he ended up almost falling on his face in the process. He turned around just in time, to block another punch with his mace. Still, the force behind the blow sent him sliding back a few feet.

Grayson looked at his student, giving an approving nod. "I'll admit, you were smart to go into the defensive. You are being too reckless by rushing forward without thinking. Still, you have much to learn, and your team still has a way to go." he said, earning another glare from the orange-haired boy. "You were too disorganized, and you made it far too easy for me to use your own power against you. In the future, I suggest that you strategize with your teammates, a bit more."

Cardin growled, hating being given a lecture by an annoying faunus. He gripped his mace tighter, charging forward, forgetting about his low aura for the moment. He didn't care. He just wanted to put the filthy faunus in his place. _"I will not be made a fool of, by some stupid animal!"_ he thought angrily.

Seeing as though he played with them enough, Grayson knocked Cardin's mace out of his hands, letting it fall to the ground with a loud clunk. Now without his weapon, Cardin was wide open to the kick that Grayson sent to his jaw. He fell to the ground with a thud, letting out a small grunt of pain. His aura went into the red, signaling his defeat, and the end of the fight.

Grayson helped the other members of Team CRDL up, before walking up to Cardin and extending his hand to him for him to take. Cardin just looked at it for a moment, before standing up on his own and brushing past Grayson. He expected as much, so he isn't surprised.

Team CRDL returned to their seats, and Grayson continued with class. "I hope that demonstration helped show what not to do, when fighting as a team. You can't always coordinate with your teammates in the heat of battle, but it is still important to take note of where your teammates are, so that you don't unintentionally cause them problems." he explained. He then turned to face Cardin and his teammates. "Also, I hope that this helped show that anyone is capable of being a huntsman or huntress, even a faunus. Like Ozpin often says, as huntsmen and huntresses in training, you are dedicated to serving and protecting the people of Remnant. He never specified faunus or human. If you continue your years at Beacon with such a view towards faunus, you will never become a true huntsman, if you bully the people you are meant to protect."

As soon as he finished saying that, the bell rang, signaling the end of class. Grayson let out a sigh. He didn't realize so much time had already passed. "Well, I guess we will continue, the next time we meet. Hopefully, what you witnessed today will benefit you in the future. Class dismissed." he said, watching the students slowly leave the classroom. However, before Team RWBY could leave, Grayson called out.

"Ms. Belladonna." he said, making her and her team turn around. "If you wouldn't mind, could you please stay behind, for a moment? It won't take long, but if you are late to your next class, inform your teacher that I wished to speak with you for a moment." he requested. Blake nodded her head in understanding, and she told the rest of her team to start heading to their next class, without her.

Jenny was curious as to why Grayson wanted to speak with her, but she assumed that she will soon find out.

"What did you need to speak with me about, sir?" she asked, making Grayson lightly chuckle.

"There is no need to act all formal. I haven't seen you in years, but you are still the same little girl that I used to play hide and seek with, when she was younger." he said, making a small blush form on her cheeks. As a child, she and Grayson were very close, and she would often want to play with him, whenever he went to visit her family.

Jenny smiled and giggled, finding the thought of Grayson playing a game of hide and seek a little funny. She would've never thought he that a soft side, like that.

"Did you have to bring that up?" she asked embarrassedly.

Grayson shrugged his shoulders, as a small smile formed on his lips. "No, but I wanted to. You've definitely changed, though. You seem a lot more quiet and conserved, than you used to be." he said. Though, he understands why. "Still, I never expected you to come to Beacon. Though, I guess you finally realized what path you should take."

Blake didn't respond. Instead, she just nodded her head. She doesn't want Jenny to learn of her past with the White Fang, since she is fairly certain Grayson wouldn't tell her, at least not without her permission. It isn't the sort of thing that a person should say, out loud. To move the conversation away from her past, she decided to ask Grayson about his behavior, earlier.

"So, why did you get so protective, earlier?" she asked. "I know that you've always been like this, but you've never been that protective over someone, before."

The wolf faunus frowned, not expecting that question. Although, she doesn't know much about what happened during and after his time at Beacon, so he doesn't blame her for being curious. "That is something that I would rather not talk about, at the moment. It isn't a very fond memory." he answered, receiving a nod of understanding from Blake. Jenny is curious as to if this has something to do with Teal, but she knows that if it does, then it is better not to ask. It seems as though, anytime her name is mentioned, Grayson ends up on the verge of breaking down.

"Is there anything else you wanted to talk about?" Blake asked.

Grayson shook his head in response. "No. I don't want to keep you from class, for too much longer, and my next class will be heading in, soon enough." he responded. A gentle smile then replaced his frown. "I'm just glad that you are alright. Just know that, if you ever need something, my door will be open."

A similar smile formed on her face, and she nodded her head, before leaving to go to her next class. That talk didn't go exactly how she expected it to, but she is happy, nonetheless.

After Blake left, Jenny was still slightly confused as to what happened. "Can you please explain to me what that was about?" she asked, receiving a shake of the head in return.

"Sorry, but that is for Blake to disclose. I won't talk about what Blake doesn't want me to reveal." he responded. "Just know that our families are very close, and that we spent a lot of time together, when we were younger."

Jenny nodded her head in understanding, but a joking smile appeared on her face. "I still think it is kind of surprising that you used to play hide and seek." she teased.

Grayson sighed. "Yeah, well, that was a long time ago." he said, thinking back to the games he and Blake would play. Occasionally, Blake's mother, Kali, would even join in. It was always fun, because she was never a very serious person. Ghira was the serious one. "Though, thinking about it does bring back nice memories." he said, happily.

This made Jenny smile, knowing that his entire life wasn't full of tragedy and stress. At least he was able to have a peaceful childhood. "That's good. Anyways, we should probably get ready. The last class will be starting, soon." she said.

Grayson nodded his head in understanding. Although, while he cleaned up the slight mess that was made during his fight with Team CRDL, he couldn't help but keep thinking about his childhood. For at least a moment, he was able to forget about everything that may be going on, right now. Though, he knows that it won't last forever.

* * *

 **A/N: I finally finished it! I've been working on this chapter for over a week, now, and I finally managed to get it done. I have been distracted with practicing my driving, as well as preparing for college, which I just started today. I will still try to update one of my stories, at least once a week. It all depends on how busy things get for me.**

 **Anyways, I hope that you all enjoyed this chapter. If you did, please leave a review, because it is greatly appreciated! Like always, have a wonderful day, or night, depending on when you are reading this! :D**


	5. Chapter 5

Gunshots rang across the room as metal clashed with metal. It has been several weeks since the first day of class, and things have begun to pick up. Grayson and Jenny are both standing off to the side of the room, watching the fight and keeping a close eye on the aura monitors. There have already been a couple of fights before this one, but right now, it is Ruby and Weiss against Jaune and Pyrrha. Ruby and Weiss' auras are just under half, and Pyrrha's aura is a little bit above half. Jaune, on the other hand, is in the yellow but nearing the red, despite the incredible amount of aura that he seems to have.

Over the past couple of weeks, Grayson has noted that they are two of the roughest pairs among all the teams. Though, both are for entirely different reasons.

Despite improving some since becoming partners, the red and white duo still have a lot of personal issue to set straight. They are both capable fighters, and together they have been able to hold their own against someone with such a reputation as Pyrrha. Though, their flaws begin to come out once it is time to coordinate some sort of counter attack. Weiss still has a hard time taking orders or suggestions from her team leader, and Ruby just adds more fuel to the fire when she argues back.

Pyrrha and Jaune, on the other hand, are a much different issue. On her own, Pyrrha is a very formidable opponent, and even with Jaune holding her back, she is having no problem fighting off half of Team RWBY. So far, Jaune hasn't really contributed much to the fight, other than blocking a couple of strikes or bullets with his shield, and occasionally getting a small slash in with his sword. He has also yet to show his strategic mind, which is quite possibly the only reason Grayson can think of that would give Jaune the right to be leader of his team.

Still, as he watches the fight, he can't help but feel like something is off. For the past couple of days, the blond-haired leader of Team JNPR has been acting rather strange. Jenny has noticed it, as well. During the first couple weeks of school, Jaune would always hang around RWBY and JNPR, especially around his red-haired partner. Even as he lagged behind in his studies or in his combat classes, he still managed to smile and laugh along with his friends' antics. However, lately he has been a lot quieter, as well as a lot more distracted. Aside from a couple of hand or head gestures, he doesn't think that he has communicated with Pyrrha a single time throughout the whole fight.

Ruby shot herself towards Jaune with Crescent Rose, swinging the massive scythe at the blonde swordsman with unbelievable strength for someone of her age. Caught off-guard by her sudden appearance, he made a half-hearted attempt at moving his shield to block the strike, which ultimately failed. He couldn't act fast enough, and the scythe caught him in the side of his abdomen, sending him flying back several yards.

He rolled to a stop before struggling to his feet, trying to ignore the dull ache all over his body. Even with his aura protecting him, with all the hard hits he has taken, he will be feeling it tomorrow. He looked up at his aura monitor, noticing that it is in the yellow and slowly but surely reaching the red.

"Jaune!"

The call brought his attention away from the aura gauge, making him turn back to the fight in front of him. Pyrrha jumped back, switching her weapon to its rifle mode and firing at the red and white duo across from them. Weiss used her Rapier to block the incoming bullets, meanwhile Ruby used her semblance and her scythe to maneuver through the bullets, attempting to get closer to Pyrrha and Jaune.

The red-haired warrior turned her head slightly to look behind at the distracted swordsman. "Focus, Jaune! You can't let yourself be distracted in a fight!" she told him. Though, the only indication he gave to show he heard her was a slight nod of the head.

Soon, Ruby gained enough ground to force Pyrrha to switch her weapon back to the sword mode. She turned her attention away from her team's leader, blocking a strike from Crescent Rose with her shield. She pushed the scythe away before slashing towards Ruby; however, the younger girl quickly spun her scythe around to counter the swift blow. The two then began to trade slashes, with Ruby twirling her scythe around with incredible speed, and with Pyrrha skillfully matching her, blocking and following up with her own strikes.

Although, Ruby could only keep up for so long, before Pyrrha managed to get past the deadly scythe to strike her in the stomach. For her age, Ruby is very skilled. Though, everyone has their limits, and she is not an exception to that. Being able to wield such a heavy weapon much taller than herself takes a lot of strength and energy, and it is beginning to take its tole on her. Ruby was knocked back a couple of feet, trying to catch her breath. _"Man, Pyrrha really is amazing! Her weapon is really cool, too!"_ she thought excitedly in her mind. Normally, she would be visibly freaking out over her weapon, though she knows when to push that to the back of her head and focus on the fight.

While Ruby was still recovering from the blow, Pyrrha moved in, her sword now in its javelin form, aiming for another quick strike. However, she noticed the glyph appear in front of her, so using her quick reflexes, she stopped in her tracks, jumping back and dodging the incoming rapier. Weiss had used her glyph to speed herself up, separating Pyrrha from her leader.

Having reunited herself with her leader, she turned and gave the younger girl a harsh glare. "That was foolish of you to attack her head on like that! If she was one of those pushovers like Cardin and his team, then it wouldn't have been a problem." she scolded, also earning complaints from said boys in their seats. "But it wasn't. We are fighting against Pyrrha. She is too tough for you to take her on alone."

Ruby slightly pouted, not very happy with being scolded, yet again, by the blonde-haired girl. "Come on, Weiss. I wasn't doing that bad." she insisted, though she faltered a bit from the glare her partner is giving her.

"Explain why I had to step in and save you again, then?" she said, her tone just as monotonous and cold as usual. Ruby scratched the back of her head sheepishly in response.

"Because, we're…uh…teammates?"

Jenny sighed, placing her face in the palm of her hand. "When will they learn to save the arguing for after the fight?" she asked herself. In a way, it kind of reminded her of the rivalry between Natsu and Gray of Fairy Tail…only without fire, Gray's stripping habit, and less violent.

Grayson shrugged in response. "Not sure. Still, they are at least showing improvement when it comes to their teamwork, over Jaune and Pyrrha. Though, I wouldn't place the blame on Pyrrha. She is trying to communicate with him, but he just isn't cooperating." he replied.

While Weiss and Ruby were distracted by their arguing, Jaune let out a loud battle cry and charged forward, his sword readied to strike. However, his shout brought Weiss and Ruby's minds back to the fight, making them get on guard once more. This didn't stop Jaune though, and he kept running towards them.

Jaune attempted a swing at Weiss, which she gracefully dodged with a summersault. He had put too much power in his swing, and when he missed, it caused him to stumble a couple of steps forwards, giving Ruby a direct shot at him. She propelled herself forward, bringing Crescent Rose down on Jaune, about to make contact with his right shoulder-blade.

Pyrrha knew that she wouldn't be able to make it there in time to stop the attack, so she chose to use her semblance. She held her hand out slightly, though not enough that one might notice it, and it began to glow black. In response, just as Crescent Rose was about to hit Jaune, she caused the scythe to change course, barely missing the blonde's shoulder.

Ruby was shocked that she had missed, and Jaune was just relieved that he didn't get hit. He then brought his left arm around, landing a clumsy shield bash against Ruby's stomach. It didn't do too much damage, but it was enough to push her away, giving himself a chance to distance himself from the cloaked girl.

Once he distanced himself, he released a breath he didn't even realize he was holding, wiping away a bead of sweat from his forehead. Though, he then raised an eyebrow when he felt a sudden chill sweep across him. He turned to the right, only for his eyes to widen in fear upon seeing the wave of ice speeding towards him on the ground. He tried to move out of the way but was too slow, being knocked on the ground by the ice. Jaune shakily made his way back on to his feet, only to be met by a white blur passing by. He felt Weiss' rapier slam against his chest, once again knocking him back on the ground. Though, this time, a buzzer rang across the class, alerting them to the aura gauge.

Jaune's aura finally dipped into the red, signaling his defeat. He sighed, sheathing his sword and getting out of the way. Now it is up to Pyrrha to take both of them on by herself, though, Jaune doesn't doubt that she can do it. After all, now she can fight without having to worry about him getting in the way. Though, that thought made him clench his fists in frustration. _"I'm so useless."_ he thought.

From that point forward, Pyrrha had started to kick things up a notch. She would speedily deflect or dodge the opposing team's attacks, using her incredible acrobatics to flip over them and fight using hand-to-hand. Unlike Pyrrha, Weiss and Ruby don't have much skill when it comes to hand to hand. So, it made it difficult to counter her movements.

The fight dragged on for several more minutes, before Pyrrha finally ended it. She rolled underneath Crescent Rose, knocking away Myrtenaster with her javelin. She then tossed her shield at Weiss, which rebounded off her and hit Ruby. While Ruby was still stunned by the shield toss, Pyrrha appeared and front of her and struck her stomach with a jab from the javelin, effectively knocking her down and making her aura recede into the red. There was a final buzzer, alerting that the fight was over.

"Alright. That's enough." Grayson called, stepping forward. He watched as Pyrrha helped both her opponents back onto their feet. Weiss remained calm and grateful, whereas Ruby began to excitedly talk about how awesome Pyrrha was in the fight. Grayson cleared his throat, causing them to get quiet. "Anyways, with that, the winners are Jaune Arc and Pyrrha Nikos."

He turned his attention to the red and white duo. "Ms. Schnee and Ms. Rose. You both did well fending off Ms. Nikos' assaults for as long as you did. You have definitely improved over the past couple of weeks." he said, making Ruby smile cheerfully. Though he soon turned into a small frown when Grayson continued. "That being said, your teamwork still needs much work. In the future, I recommend that you save your arguments for after a fight, if possible." he suggested. It is avoidable to stop all conflicts between teammates. They haven't known each other for long, and it is normal to have a couple of arguments here and there. Though, nonstop arguing will prove to be detrimental to their teamwork.

Weiss nodded in understanding, a little embarrassed of her slip ups. "Understood, professor." she responded.

"Got it." Ruby responded, earning a small glare from her white-haired teammate for speaking so casually to their professor.

After they returned to their seats, he turned his attention to Pyrrha. "Ms. Nikos. You did very well, considering that you picked up the slack of your leader, and managed to defeat both of your opponents on your own. That being said…" he turned to face Jaune, who is looking down at the ground with his arms crossed underneath his chest. "Mr. Arc, I'd like for you to stick around after class is over. I want to have a word with you." he said.

Jaune gulped but nodded anyways. He isn't looking forward to this conversation, knowing that what his professor has to say won't be very good.

The two members of Team JNPR returned to their seats, where the energetic hammer-wielder gave her leader a hard pat on the back. "Don't let it get to ya'! I'm sure you'll be able to break their legs next time!"

Having become used to Nora's antics, Ren remained as stoic as ever. "Nora, I don't think you should be encouraging that sort of thing." he replied, though he knew that she probably would break someone's legs, if she wouldn't get in trouble for it. Heck, she'd probably still do it, if he wasn't there to stop her.

The orange-haired girl sunk into her seat, puffing her cheeks out in a pout. "You're no fun." she complained.

Despite the energetic girl's antics, Jaune simply sat in his seat quietly, frowning at the front of the class. Pyrrha looked at her team leader, deep in thought. She wants to do something to help him, but there is only so much she can do, without him wanting to be helped. Though, she is hoping that his conversation with Grayson will spark something in him. Even though he is grumpy most of the time, she can tell that he still cares about his students, otherwise he wouldn't even bother dealing with some of the less cooperative students.

* * *

Several more fights were held before class was over. Once class was over, everyone began to leave, aside from Jaune. Pyrrha wanted to stay behind, but she didn't want to be late to her next class. So, she went to class, hoping that Grayson would say something that could help Jaune.

Jaune moved to a seat closer to the front of the class, and Grayson came to him. Jenny followed Grayson, sitting on the edge of the stage. She is going to let Grayson do most of the talking, but she will jump in, if she feels it is necessary.

The blonde-haired student looked up at his professor, nervousness clearly shown in his eyes. "So, what do you want to talk about, professor?" he asked.

"I want to talk about why you are flunking in every single one of your classes." Grayson responded, making Jaune look down at the desk in front of him. "Don't get me wrong, Mr. Arc. I am well aware that you have been struggling since day one here at Beacon. Though, that in itself through me for a loop, given how much experience you seem to have, if one were to go by your transcripts." he said, noticing the brief look of shock and fear that appeared in the young boy's mind. It was only there for a moment before they returned back to normal, but he could definitely see the change. Grayson had to hold his scoff back, when he realized that he was right from the beginning. _"I knew that something was up with those transcripts."_ he thought.

"I…uh..." Jaune tried to come up with an explanation, but his mind was drawing blank. First he tells Pyrrha, then Cardin finds out, and now his professor is on to him. He should've known that he would be found out, eventually.

Though, instead of bringing further attention to the matter, Grayson decided to just move on. After all, he is sure that Ozpin already knew about the fake transcripts, yet he still allowed the boy to enter Beacon. If he still allowed him in after that, then obviously he won't kick him out if Grayson were to bring it to his attention. "That aside, you were still putting forth some sort of effort, at least in my and Professor Goodwitch's classes." he said. He is aware of Jaune's sleeping habits, in any class that isn't combat related. That definitely explains his terrible grades, but that isn't all there is to it. Grayson frowned. "However, in the past week it seems as though you have stopped trying, altogether. Your grades have, surprisingly, dropped below even those of Team CRDL, and you have ceased communicating with your teammates during the sparring matches in class."

Jaune was a bit surprised that Grayson didn't try bringing up the transcripts again, though he wasn't going to complain about it. If anything, it made him a bit more comfortable, knowing that he more than likely won't tell the headmaster about this, if he isn't making a point to continue discussion about it. Still, he can't make up any excuses for his lack of participation in class. So, he remained silent as his professor continued to stare at him.

There was a brief moment of silence between them before Grayson finally spoke up again, tossing away the formalities. He isn't teaching a class right now, and he wants Jaune to open up to him, even if it isn't by very much. "Jaune…I understand that you may find it difficult to speak with me about this, since I am your teacher, but know that I want what is best for you. I may seem grumpy most of the time, but that doesn't mean that I don't care. I am only harder on some students, because that is sometimes what it takes to make them realize the error in their ways." he explained.

Jenny nodded in agreement. "Yeah. I haven't known this guy for very long, and we've definitely had our own disagreements. However, I've learned that everything he does is for a specific reason, even if I don't know exactly what that reason is." she said, not bothering to react to the small glare the wolf faunus sent her way. "Anyways, what I am trying to say is that Grayson is willing to help you, and so am I. Though, help only goes so far if the person being offered help doesn't want to be helped."

Jaune couldn't help but look at his teachers in slight shock. Up until now, none of his teachers have approached him like this. They've either just given him more work or given him punishments to try and make him pay more attention in class. Before them, the only person who has offered him help like this is Pyrrha, and he yelled at her because of his own stupid pride. One of his closest friends since coming to Beacon, and he pushed her away. He wouldn't be surprised if she wanted nothing to do with him, at this point.

He started to clench his fists again, which caught Grayson's attention. "Jaune. Just tell use what is going on."

The blonde-haired boy was hesitant, but after a moment, he let out a breath. "I'm…I'm sick and tired of being weak." he admitted. "I understand better than anyone that I am way out of my league. Still, my father and grandfathers before me were all warriors, and I wanted to be a hero like them, not some helpless damsel that is always having to be rescued." he explained.

For a moment, things got quiet again. Though, at an attempt to lighten the mood just a bit, Jenny decided to make an attempt at a joke, while also being somewhat serious. "Well…if you would let others help you, then you wouldn't have to be so helpless." she said with a small grin.

"Huh?"

Grayson sighed. "What Jenny is trying to say, is that the first step for you to become stronger and less of a liability is for you to admit that you need help." he responded.

Jenny shrugged. "More or less."

"Jaune. I understand how upsetting it is to feel weak, or that you are just letting your team down." Grayson said, diverting his eyes slightly toward the ground. Jenny couldn't be entirely sure, but judging by the solemn tone of his voice, she assumed that he is referring to how his team ended up breaking up. After a brief moment of remembrance, Grayson looked back up, locking his eyes with Jaune's. "You believe that you are weak, but you don't have to stay that way. You have teammates that are prepared to help you with this problem. It is why we're put into teams, to begin with. What one person lacks, the other members make up for with their own skills. And if one member is having trouble with something, then it is up to their teammates to help that person."

Jaune turned his head, too ashamed to look directly at his professor. "I used to. Though, I'm pretty sure that I just pushed them all away, because I was too focused on maintaining my pride." he said sadly.

As much as he would like to scold the younger boy for that, he couldn't. Otherwise, he would be a total hypocrite. "I know how that feels." he said. The other two in the room looked at him, only to see him with a sad smile on his face.

"What do you mean?" Jaune asked. From what he has seen, he wouldn't believe it if he was told that Grayson was just as pathetic as him, once. He doubts that he would have dealt with what he is going through right now.

Grayson took a moment to gather the right words. He hasn't really talked about this subject much since it happened, and he has avoided talking about it as much as he possibly could. Though, if it will convince Jaune to patch things up with his team and let them help him, then it is worth a shot.

"I've mentioned before that I was the leader of my own team, back when I was a student. Well, Team GHST was one of the few teams that actually stuck together after we graduated. None of us were remotely alike, and for a while, we didn't really get along well with each other." he explained. Although, that was mostly because of Stella. Aside from her; he, Hunter, and Teal all got along well enough. "Of course, we were able to tolerate each other after we got through most of our schooling. Our team was nearly inseparable, becoming more like a family than a team."

"Though, even after we graduated, we were all far from perfect. I was never really all that strong, and the other members had their own individual faults that led to some problems down the road." he continued. Pride and stubbornness were two of those faults, both of which Jaune has proven to have, at the moment. "Still, we had each other's backs, and that was what mattered."

Despite how good it was sounding so far, Jaune could tell that it was about to take a sad turn. "Why do I get the feeling that something bad happened?" he asked.

Grayson chuckled lightly. "You'd have the right feeling, then." he said before clenching his fists tightly closed. "The four of us went on a mission. It wasn't supposed to be anything too bad. We were supposed to meet up with an informant at a specified location, and that would be it. Though, what we weren't expecting was for it to be a trap, and we ended up walking into an open field where we were ambushed by Grimm."

A small gasp escaped Jenny's lips. No wonder why Grayson didn't like talking about it. Something like that would traumatize anyone. Though, there is still much more that he hasn't explained yet.

"Couldn't you have just ran?" Jaune asked, confused. "I mean, no matter how strong a person is, I think that most people would be terrified in that sort of situation."

Grayson nodded. "Sure, we could've. Though, one of our teammates didn't believe in abandoning the mission until the very end." he said. He can still remember arguing with her, saying that the mission was failed the moment they realized it was a trap. If she would've listened, then things would've gone a lot differently. "I couldn't convince her, and ultimately, the others agreed with her. I knew that it was a bad idea, but it was either run away and leave the others to fend for themselves, or stay and fight, even if it meant that I would die. Obviously, I chose the latter."

As he remembered the day that all hell broke loose, he began to picture the night's events. He began to see Grimm surrounding him and his three friends from all sides, threatening to claw them apart at any moment. He even began to hear the snarls and the sound of metal colliding with bone, as well as the cry of his teammates if one were to be scratched.

He shook his head, hoping to clear his thoughts of those horrid memories. "In the end, I was badly injured, and my teammates had to defend me while also fighting off the Grimm and trying to find a way out of the mess." he said, almost wishing that he could forget everything that happened. He let out an exasperated breath before continuing. "Long story short, we failed the mission, which was destined to be failed from the beginning. After that, the team broke up, and I didn't take it so well. I pushed away anyone who tried to comfort or help me, but Stella stayed anyways." he said, smiling a bit. She didn't have to, but she did. If it wasn't for her, he would've gone completely mad a long time ago.

He took another look at Jaune, who's face is currently full of shock. He can't blame him, though. He doubts that Jaune was expecting to hear any of this when he was asked to stay after class, and he most certainly wasn't expecting to tell the blonde-haired boy all of this. "I guess what I am trying to say, is that no matter how badly you mess up, there will always be at least one person who is willing to help you, even if you push them away."

"Why did you tell me all of this?" Jaune asked curiously. "I mean, this was a lot of…intense and personal stuff."

Grayson thought about it for a moment, before shrugging. "I didn't really think. I just wanted you to know that you aren't the only one to have problems leading a team. I failed. Even if the situation was out of my control, I still failed my team, and I don't want you to end up messing up like I did." he explained. "Just remember, you are still just a student. You have time to work these issues out. Though, I suggest working them out sooner rather than later."

This left Jaune with much to think about. He was a little surprised, to hear how such an experienced huntsman like Grayson messed up like that. Though, that wasn't the point that he was trying to get across. He told him all of that, so that he could set things right with his team, before his own personal issues get them all in trouble. "I-I understand, sir."

Grayson nodded. "Good. Now, get going. You are probably going to be late, but I'll let your teacher know that I was speaking with you." he said, receiving a nod of understanding in return. Jaune went to leave, but he was stopped once more by Grayson. "Just one more thing, Jaune. Please don't tell anyone about what I just told you. It stays between us."

Once more, Jaune nodded in understanding. "I promise, and an Arc never goes back on his word." he said before turning and leaving.

Now with just Grayson and Jenny in the room, things became silent and tense between the two of them. By hearing that, Jenny was able to fit in some of the pieces of information she has gathered so far. She already knew that their team had split up, though now she understands why, at least to some degree. He hadn't said everything that had happened, but she is glad that he didn't. Even she understands when things become a bit too personal to bring up.

She wasn't sure what she should say, or if she should say anything at all. Though, she noticed that Grayson had loosened up a bit, if only a little. "Um…are you…alright?" she asked at an attempt to break the ominous silence.

"…Yeah. Honestly, I feel a little better. I've avoided talking about it for so long, but it felt good to finally let my thoughts out, if only a little bit." he responded.

"Yeah, but…are you sure that it was wise to tell Jaune all of this?" she asked, still not completely sure about it herself.

He shrugged. "I left out certain parts on purpose. I wasn't going to describe everything that happened. Besides, I feel like this might be the motivation that Jaune needed to clean up his act." he responded, or at least he hopes that it helps. Sometimes, it takes something a bit more extreme and realistic to break through to people. Plus, he doubts that the blonde will blab about anything he heard to someone else. He is probably well aware that Grayson could tell someone about the forged transcripts, yet he chose not to. If he is going to stay quiet about that, then surely the blonde will be respectful and stay quiet about everything Grayson told him.

Things got quiet between them again for a moment, only to be broken again by Jenny. She decided that she might as well ask, even if she doesn't get a straight answer. "I'm guessing that…the woman that you mentioned was…Teal."

She heard Grayson let out a tired huff. "Yeah, it was."

"I'm sorry."

Grayson just shrugged it off before moving back onto the stage. "There is nothing for you to feel sorry about. This happened long before you even showed up, so there is no reason for you to feel bad about it." he replied. He didn't let her hear this because he wanted her to feel pity towards him. Honestly, she was going to find out eventually, so her hearing it along with Jaune just means that he isn't going to have to tell her later. Despite not being from Remnant, he has begun to see her as a friend after spending so much time with her, and he trusts her with this information.

Jenny was about to respond, but then students began to flood into the classroom. So, she decided to save whatever she had to say for later.

* * *

Throughout the final classes of the day, Grayson remained rather silent as he watched the sparring matches. He gave small bits of advice here and there, though his normally aggressive behavior has been replaced with a much more solemn one. It caught many of his students off-guard, especially those who have had him as a teacher for years. Some of them questioned if he was alright, though, he never really gave them a straight answer, deflecting their questions by getting their attention back on the class.

After classes were over for the day, Grayson was sitting in his desk, quietly thinking back to his conversation with Jaune. The more he thinks about it, the more he debates whether it was the right idea or not. Though, he already did it, so there is nothing he can do to change what has already been said. He also had a couple of flashbacks to the night that everything went wrong, resulting in him placing a hand on his forehead in an attempt to push the memories away.

Meanwhile, Jenny is off to the side, dealing with more paperwork. Normally, she would complain, but seeing the mood Grayson is in, she decided against it. He said that he was feeling better, though he been doing nothing but think ever since the conversation earlier in the day. Seeing him like that made her feel a little upset; not because she pitied him, but because it was unusual for him to act like this. Sure, he is always grumpy, but he also normally pokes jokes at her and teases her whenever he gets the chance. It brings some sort of life to the room. Though, now gloom is heavy in the air, and she doesn't know how to fix it.

However, both of them were snapped out of their thoughts when Grayson's scroll began to ring. The wolf faunus was reluctant to answer it, knowing that only two people normally ever call him on their scrolls. Though, he highly doubts that it is Stella calling him, right now.

He answered the scroll, and Jenny watched as Grayson's face contorted with several emotions. At first, he seemed pissed off, then it changed to tired, and then back to pissed off. Once his conversation was finally done, he placed his scroll back in his pocket and let out a heavy sigh.

"So, what did Ozpin want this time?" she asked. The only person that can make him this angry is the gray-haired headmaster, so she wasn't surprised when he answered.

"He said that he needed me to clear out Forever Fall forest of Grimm before the students' field trip, tomorrow. He doesn't want any more Deathstalkers or Nevermore to pop up and endanger the students." he explained. It makes sense, though some of the students have already proved they could handle the extra challenge. Still, he knows better that most that being overwhelmed by Grimm isn't fun.

"Well, that definitely sounds better than paperwork. Count me in. Besides, this will finally give me a chance to fight the Grimm." Jenny commented.

Grayson had almost forgotten that Jenny has never seen a Grimm in person before. She has read up on them, and she has seen pictures of them in books and on the internet, but never in person. "Sorry, but no can do. You should stay here." he said, making her raise an eyebrow.

"Why? Do you think that I can't handle some monsters on my own?"

Grayson shook his head. "No. It isn't that. It is just that…I always hunt Grimm by myself. It is better that way." he said before grabbing Umbra and going to leave the room. "Surely, Stella will stop by soon enough, and the two of you can go into Vale and…I don't know. Do whatever it is that girls do together." he said. He never really understood many of the things that women did, though he tries not question them. "Though, considering how I end up getting dragged into something after you two are done socializing, I could swear that you two are plotting against me, or something."

Jenny giggled, a small grin cracking on her face. That seems more like the normal Grayson. "I will neither confirm nor deny those suspicions." she replied, her grin turning slyer by the second. "Though, on a completely unrelated note…how do you feel about going shopping later?" she asked jokingly.

The wolf faunus shuffled his way out of the room, grumbling something underneath his breath. "You two are going to be the death of me." he muttered. _"If something else doesn't accomplish that first, that is."_ he thought.

* * *

For about half an hour after Grayson left, Jenny simply sat in the classroom while dealing with whatever paperwork was left. She had gotten most of it done earlier, though, which didn't leave her with much to do. However, soon enough, she heard the familiar clacking of heals against the floor, alerting her to another's presence.

"It's about time you finished things up." Jenny said, a small groan escaping her lips. "Mr. Grumpy Ears left about half an hour ago, and it has been boring as hell just dealing with this paperwork."

Stella giggled, making her way further into the room. "Sorry about that. I had some things I needed to take care of before finishing up for the day." she apologized. "Though, Grayson did send me a message suggesting that I stop by here, after I was done with classes. Apparently, Ozpin sent him on a hunt, so he left you here."

Jenny nodded. "I still don't get why, though. I mean, it's not like I can't handle myself. He said that he it was better that he went alone, though I don't see why. Surely, he would finish faster if he had some help."

Stella shrugged in response. "I agree with him on this one. At least when it comes to him, it is better that he goes by himself. It may take longer, but it is in everyone's best interest."

Her blonde friend raised an eyebrow. "How so?"

"Do you remember what attracts the Grimm?"

Jenny had to think for a moment. It has been a while since she read up on the Grimm. Though, after a moment, it came to her. "The Grimm are drawn to negative emotions." she answered. "But what would th- "She stopped herself when she realized what Stella was suggesting. "So, you are saying that…"

Stella nodded. "Given how grumpy Grayson is most of the time, it has become common knowledge to all hunters who know Grayson not to go on a hunt with him. He is like a beacon for them. Whenever he goes into a Grimm infested area, they flock straight towards him. In a way, it is helpful since it ensures he will be able to remove most of the Grimm from that area. However, that also means that he is constantly being attacked by Grimm." she explained with a frown. "I tried getting him to take me with him, but…after a certain event, he can't be convinced otherwise."

"In that case, I fear that it may be even worse than usual." Jenny commented, making Stella curious.

"What do you mean?" she asked.

For a moment, Jenny was hesitant to tell her, but she knew that her friend needed to know about what happened. She explained the conversation with Jaune in full detail, making her fellow blonde sigh once she was done talking.

"Yeah. That definitely is worrying. Though, he has become stronger since then, so I am sure he can handle himself." Stella said. She is surprised that he actually mentioned all of that, though she supposes that he did still keep some things private, which is probably for the better. Personally, she wouldn't have told any of that to a student, but he is allowed to make his own decisions. "On the bright side, this will let him get some stress out. It has been a while since he was able to…go wild."

Jenny blinked before looking at Stella quizzically. "Go wild? What do you mean by that?" she asked.

* * *

Above Forever Fall forest, a bullhead is hovering with its doors open. Other than the pilot, the only passenger aboard is Grayson, who jumped down into the forest below without any hesitation, landing in a roll and stopping on one knee. He stood up and looked back to the bullhead, giving the pilot a thumbs-up, signaling that he was good to leave.

As the bullhead's engine slowly became quieter, Grayson's ears quickly managed to pick up rustling from the nearby shrubbery. He stood silently, waiting for his hidden enemy to make their move.

Not even seconds later, a Beowolf leaped from the bushes, preparing to pounce on the still wolf faunus. However, the Grimm in question was not prepared for Grayson to swiftly turn around and deck it in the face with a hard right-hook, sending the Grimm flying back into a tree, its mask cracked from the blow. Before it could get back up and launch another attack at Grayson, the huntsman appeared in front of it, his sword drawn. The Beowolf hardly had a chance to whimper in pain before it was beheaded.

Grayson calmly sheathed his sword before turning to face the rest of the Beowolf pack that had come to avenge their friend's death. However, as he looked at them, there was no calmness in his eyes. Instead, they were replaced by something that he has tried to keep hidden deep down: pain and sorrow.

He let out a low growl as the Grimm advanced upon him, running to meet them half-way. "When you get to hell, tell them that Grayson sent you, and then apologize to them on my behalf for the inconvenience!" he yelled before lunging forward to attack.

* * *

"Let's just say that he tends to unleash his anger on the Grimm that he hunts. You may have seen him mad before, but that isn't anything compared to what I've seen him do to a Beowolf or Ursa." Stella explained, wincing a bit upon remembering how ruthless he was once, when he was taking on a Deathstalker. "Thankfully, he is much calmer when fighting people, otherwise he would probably give some people nightmares."

Jenny looked at her in disbelief. "You've gotta be kidding me…right?" she asked. Though, when Stella shook her head, Jenny still had a hard time believing it. "I mean, I knew that guy was strong, but I didn't think that he could be _that_ terrifying. Still, I can only guess that this has something to do with what happened during that mission."

Once again, Stella nodded. "Unfortunately, yes. I'd say that he might even hate the Grimm more than Ozpin, which is understandable, but also a little surprising given how much he hates the headmaster. Still, I have a feeling that is another reason why Grayson hasn't abandoned Ozpin and his cause. After all, we all have a common goal, as well as a common enemy."

"It makes sense." Jenny responded.

"Anyways, how about we go into Vale for a little while. I think that it would be nice to get all of these negative thoughts out of our heads for a bit." Stella suggested. Though she hasn't taken it hard as Grayson, the memories of what happened years ago is still hard for her to handle, at times.

Jenny had no arguments with this, and so the two blondes went into the city and went shopping. Luckily for Grayson, since he wasn't there with them, he didn't have to pay. Though, that will definitely be different, the next time around.

* * *

Hours later, the sun had already begun to set, and Grayson was just now getting back home. There were a lot more Grimm than he had expected, so it took him a little longer to clear the forest of Grimm. There are probably still a few stragglers, but nothing that should be too dangerous for the students.

Once he was inside, he locked the door with his scroll and moved further into the house. He noticed that there were bags on the kitchen countertop, which meant that Jenny had already returned from the city. He noted some bags were from clothing stores, while he didn't recognize some of the other bags. It made him relieved that he wasn't there for the shopping trip.

"How did the hunt go?"

Grayson turned around to find Jenny sitting in a chair in the living room, reading a book. She is wearing a purple nightgown lined with white furs, emphasizing her impressive assets.

Most men's heads would turn at the sight, though Grayson wasn't affected by it at all. "It was alright." he shrugged. "I'm tired as hell though. I'm going take a shower, and then I'm probably just gonna go to bed."

"I picked up some food while we were in Vale. I'm sure you're probably hungry, unless you ate the Grimm that you hunted." she joked.

Grayson scoffed, though the mention of food did make his stomach growl a bit. "Not a chance. Even if their bodies did stick around after you kill them, there is no way in hell I would touch those monsters with my teeth."

"I'm surprised that you didn't bite one of them out of anger."

"…Well, there was one." he said after a moment of thought. Though, he didn't exactly want to bite it. Though, his arms were pinned down, and it was the most convenient way to get the Grimm to get off him.

"You seriously bit one?!" she asked, shocked. She wasn't serious when she had said that. It was meant as a joke. She didn't think that he would've actually bit a Grimm.

Instead of clearing up the confusion, he simply went upstairs and took a shower. It is late, and he doesn't feel like giving another explanation. Besides, to him, her reaction was pretty funny. After he finished taking his shower, he went back downstairs, and he found a familiar-looking bag on the countertop. It is a bag from the bakery, and it has his favorite rolls in it.

It is nothing special, but to Grayson, it was a kind gesture. He smiled down at the baked goods before he went into the living room and sat down to eat.

"I still can't believe how you just eat bread for whole meals." Jenny said as she watched him hungrily devour the rolls.

"My family wasn't the most fortunate growing up, and since we ran a bakery, we normally always had some sort of bread around. We settled for what we had. I guess it just stuck with me, after that." he explained in between bites.

Jenny accepted that answer, because it made sense. Her family is higher up in the social ranks, so food was never much of an issue for her. Though, that just makes her respect those who were less fortunate, even more, and it makes her more appreciative of what she has.

"Thanks, by the way."

Jenny smiled. "It's fine. I just thought that, after today, it might be a nice little surprise." she replied. Plus, she has begun to take a liking to Cinna. She is funny and sweet, as well as hardworking. She'll glade make up some sort of an excuse, if it means to go visit her new friend. "Speaking of today, though, how are you feeling now?"

Grayson shrugged. "Better than earlier, that is for sure. I rarely talk much about what happened that night, but I am always put in a bad mood whenever I do. Though, I will say that hunt was perfectly timed. For once, I almost feel like thanking Ozpin for shoving more work onto me. It was the perfect stress relief."

"How many Grimm do you think you killed?"

The wolf faunus had to think about that for a moment. He wasn't really counting. He was more focused on destroying every last one of the soulless monsters that crossed is path. "If I had to guess, I'd say no less than a two-hundred." he responded. A lot of them were on the weaker scale, though there were some Deathstalkers and a few Nevermores that showed up. Plus, he did have the trees, which allowed him to maneuver above them, and avoid getting surrounded.

To Grayson, that was normal, but only because he has experienced it a lot in the past couple of years. Although, it also helped him become stronger than he used to be, which he is thankful for. Still, Jenny was shocked at just how many Grimm he found in that forest.

"No wonder you are tired. I would be too, if I had to fight that many monsters. Even someone in a rival guild on Earthland was exhausted after only defeating one-hundred monsters. Though, you managed to defeat two-hundred. That is beyond insane." Jenny responded.

"Yeah. Well, I definitely am exhausted. I must be getting rusty, because normally it wouldn't take this much energy out of me. Though, I guess it has been a while since my last hunt." he responded.

A small smirk formed on Jenny's lips. "Oh? Are you sure that it isn't because you've been staying up late, trying to peep on me?" she asked jokingly.

Grayson scoffed, getting up and walking towards the stairs. "Nice try. Though, you and I both know that I have too much respect to do that." he said.

"I know, I know. I'm just trying to lighten up the mood a bit." she replied.

She watched as he climbed up the stairs, only for his head to poke out around the staircase to look at her. "Also, I think I should be the one worried about you peeping on me. Unless I am mistaken in thinking that the book you were reading is 'Ninjas of Love.'" he said with his own smirk, making Jenny blush a bit and cover the book cover with her hands.

"I-it is not." she responded, though the stutter confirmed that is not the truth. The truth is, she didn't even know what the book was about, prior to reading it. She merely bought it, because Stella recommended it. She was surprised when she first started reading it, but then she couldn't help but continue to read it.

Grayson sighed as he walked back up the stairs. "I need to remember to tell Stella to keep her own strange tendencies to herself."

* * *

Two days later, things were a little calmer. After all, it is Saturday, and most classes are cancelled, with very few exceptions. Normally, Grayson wouldn't be at Beacon at all during the weekend, though there were a couple of students who wanted tutoring, and so he opened his class up for those who thought they needed the extra help on Saturdays. Though, he is keeping Sundays for himself, since he can't always be at school.

Not too many students showed up, aside from those who are literally failing, or those who are trying to get some sort of extra credit to improve their already above average GPA.

It soon turned noon, and Grayson was about to leave to go to lunch. Although, just as he was about to step out of the classroom, he heard someone step into the room. When he looked up, he grinned upon seeing Jaune. He heard about what happened during their field trip, the day prior. Apparently, an Ursa Major was still lurking in the forest, and it attacked Cardin and his team. Even though they were attacked because Jaune threw sap at them, he felt proud that the blonde finally stood up for himself and his friends.

"I..um…was hoping that you might be able to help me out with a couple of things." the young blonde said.

Without hesitation, Grayson waved Jaune over, having him take a seat near the front of the class. "So, have you figured things out yet?" Grayson asked.

Jaune smiled and nodded. "Yeah. From now on, Pyrrha is going to help me out with some extra training after classes. And I am hoping that I can improve my other grades by going to a couple of tutoring sessions." he explained.

"That's good. Well, just let me know whenever you feel like you could use some extra help. I offer tutoring at least three days out of the week, as well as on Saturdays. I'll be more than happy to help you however I can." Grayson responded.

"I'm grateful for everything you've already done to help. Your story helped me out a lot, as well as some advice that my friends gave me."

Hearing that he was able to help in some way made him glad. "I'm happy to hear that, Jaune. Now, let's get started. I'd like to eat lunch before it gets dark out."

This made Jaune frown. "I-I'm not that behind, am I?" he asked.

Grayson chuckled. "Let's just say that it is going to take a lot more than just one tutoring session for you to catch up to the rest of the class."

Jaune groaned, though he already knew it would take a lot of effort to catch up. That is why he showed up to tutoring, to begin with.

Being a teacher sure is tiring. Though, Grayson doesn't regret becoming one, at all, if it means that he gets to prevent future huntsmen from making the same mistakes he did.

* * *

 **A/N: Well, it certainly has been quite a while since I last updated this story. I can't guarantee when the next time I will update it will be, because I still want to prioritize my other story. Plus, finals are drawing closer in college, and things are slowly going to start getting more stressful for me. Though, I am glad to finally have produced yet another chapter of this story. It is almost refreshing after writing for my other story for a while, to switch back to this one for a moment.**

 **Anyways, I hope that you enjoyed this chapter! Also, I made a reference to a certain abridged series somewhere in this chapter. As for a hint, all I will say is that it is from a SomethingWittyEntertainment abridged series. If you are able to find out the reference, then YAY! It is one of my favorite abridged series on YouTube, and I recommend it for all who don't mind a bit of blood and gore.**

 **With all of that out of the way, please review if you enjoyed this chapter. I really want to know what you all think so that I can hopefully improve in the future. All the support I am given is greatly appreciated! I hope that you all have a wonderful day/night!**


	6. Chapter 6

Jaune groaned as he tiredly dropped his head on his desk, letting the pencil he was holding fall out of his hand. It is nearly four in the afternoon, and he has been working on practice quizzes in Grayson's class for over an hour now. It is getting close to the end of his first semester at Beacon, and while he doesn't have to take any final exams yet, there are some big exams coming up that could make or break some of his grades. He has finally started taking his education seriously, and he has been spending extra time studying and going to tutoring sessions.

However, that added with his nightly combat training sessions with Pyrrha means that he is extremely tired. Not only is his mind exhausted from his long studying sessions, but he is also physically tired, because Pyrrha has not gone easy on him. If she did, then he wouldn't be able to improve as quickly.

Grayson heard the thump that Jaune's head made when it hit the desk, and he looked up to see that his student may have finally hit his limit. He stood up from his chair, stretching his limbs a bit, since they began to get a little stiff from sitting in his chair for so long.

He moved over to where Jaune was hunched over, and he snatched the quiz into his hands to quickly look it over. At this point, he has all of the answers memorized, so it didn't take him longer than a couple of minutes to finish grading it. Once he was done, he looked down at Jaune with what seemed to be a satisfied grin.

"Well, I am definitely impressed, Jaune. On this last quiz, you managed to only get five of the questions wrong." he said. It has taken a while, but ever since the blonde-haired boy improved his study habits, his grades have become on par with most of the other students. "I think that we can call it for today's session, Jaune. You are obviously tired, and I don't need you passing out in class tomorrow."

Jaune slowly sat up in his seat, rubbing the back of his head tiredly. "Yeah. That is probably for the best." he responded. He still feels like he could use some more work, but he admits that Grayson has a point. All this studying won't do him any good if he ends up just falling in sleep in class, which he has done well in avoiding, at least for the most part.

Grayson noticed the small look of disappointment that settled on Jaune's face, and he gave the teen a reassuring smile. "Don't let it bug you too much, Jaune. Yeah, you could still do a bit better, but I'd rather not put too much pressure on you. You've improved well enough already to ensure you make it to the next semester, and I think you should be proud of that. If you keep at it the way you have been, I think that you'll be alright."

"I guess you're right. Thanks, professor." Jaune said before collecting his things and heading towards the door. "I'll see you in class tomorrow."

However, that reminded Grayson of something that he wanted to ask the teen, and he stopped him before he could leave. "Before you leave, I wanted to ask you if you could inform Pyrrha that I would like the two of you to skip your nightly training session for today."

Jaune turned around and raised his brow at the professor. "Why?" he asked.

"I thought that I'd do you a favor. You are already exhausted, and I don't need you to collapse from a lack of sleep, especially tomorrow. If you haven't forgotten, tomorrow's class is special, and you won't have to worry about any of your other classes, since we aren't sure when we will finish."

"Oh, right. I almost forgot about that." he admitted sheepishly, making Grayson want to face-palm in response. "There have been a lot of second-year students, and some third-years talking about tomorrow's class. They said that they already knew what you had planned, because you did the same thing with them."

Grayson nodded in confirmation. "Yep. I've done this ever since I started teaching. I believe that it will be very useful, especially for you and the other first-years. It will help prepare you for next semester when you start shadowing Huntsmen on missions."

"You don't think you could maybe give me a bit of a clue of what to expect?" he asked hopefully. The older students haven't said anything, other than that they've experienced this lesson before.

"Sorry, Jaune, but you'll just have to wait and see like everyone else. Though, I will say one thing." he replied, catching Jaune's interest. "I will be watching you and the other students from the sidelines, but I will be keeping a close eye on your performance, specifically. Given the nature of tomorrow's class, I believe that it will give you the chance to show off your true potential."

Knowing that he specifically will be watched made him a bit nervous, though it also gave him something to strive for. He will do his best to show that all the help he's been given hasn't been for nothing.

"I won't let you down, professor." the blonde swordsman said with a small but confident grin on his face.

Seeing this side of Jaune made Grayson happy. He doesn't show it often, but it at least shows the improvement he has made so far. "I'll hold you to that, then. Anyways, you should probably get going. Surely my class isn't the only one you need to study for." he said with a knowing smirk.

Jaune's face paled after hearing that, remembering just how much he needed to get done. Without another word, the young teen ran out of the room, more than likely heading straight for his team's room or the library to study. Though, either one probably wouldn't be very helpful, considering that is Nora or someone from Team RWBY is in either place, not much studying will probably end up being done.

 _"_ _If only I could get them to take their studies more seriously, as well. Heck, I'd be performing a miracle if I did. Maybe then Ozpin would give me a raise…"_

However, he quickly dismissed the thought when he remembered just how difficult it was to get the hyperactive hammer-wielder of Team JNPR to focus on anything school-related that didn't involve fighting. The sisters of Team RWBY weren't much better either, despite Ruby getting help from Weiss.

Grayson sighed and returned to his desk, putting all thoughts of a possible raise aside and taking out his scroll. He dialed in the all too familiar number and held it up to his ear. It took a moment for the receiver to pick up, but Grayson had to stifle a chuckle when he heard the irritated grumbling from the other end of the call.

 _"_ _What do you want?"_ Stella asked. Though, as much as she sounded angry, she also seemed very tired, considering that she sounded out of breath.

"I apologize if I was interrupting you. Jaune just left, so I figured that now would be a good time to call and see how far you've gotten with the preparations."

The other end of the call was silent for a moment before the blonde-haired woman let out a tired huff. _"Things are almost done on our end. Although, things would be going a lot quicker if you'd be here helping out instead of sitting around in a classroom all day."_

"Hey, it seems to be working, at least. Jaune is finally starting to come around. Though, tomorrow will be his first real test to determine if he has really absorbed all that he has learned."

 _"_ _That is, if we get these preparations done in time. We're almost done, but I'm exhausted, and Jenny can only hold off the Grimm for so long by herself."_

Grayson frowned. "All the more reason why I shouldn't tag along. If I go, then Grimm will just start converging in one place, and as impressive as Jenny's skills are, I'm not sure if she'd be able to handle a hoard of Grimm."

As much as she didn't want to admit it, he had a point. If anything, it would probably just set back whatever progress they already managed to make. They might as well stick it out for a bit longer. _"Fine, but I hope that you've got a lot of Lien saved up, because it seems as though you're going to end up owing us another shopping trip for this." she said, not sounding upset about it at all._

 _"_ _It's a good thing that I went on a couple of hunts recently."_ Grayson thought.

"Fine." Grayson agreed, much to his displeasure. "Just get the job done, and we can discuss that later." he said before hanging up.

After hanging up with Stella, he placed his head in his hands, groaning in annoyance. "I ask them to help me with _one_ thing, and this is what I get in return? I swear, these two are going to make me broke one of these days." he muttered to himself.

* * *

The next morning, Teams RWBY and JNPR stepped into their classroom, only to find it crowded with students. Many of them they recognize from some of their other classes, though others they have never met before. However, some of the students are from second or third-year teams, so they aren't too surprised by the new faces. They are also wearing their combat clothing, since that is what they were told to come to class with.

"Man. It really wasn't an understatement when the professor said that all of his classes would be participating in this lesson. If I didn't know any better, I would assume the entire school was stuffed into this one room." Yang said.

"I'd say that is a bit of an exaggeration, but you aren't wrong when you say that it is packed in here." her partner agreed. She can't help but feel a little uncomfortable in a situation like this. She is okay around other people, but such a large crowd doesn't appeal to her very much.

Ruby let out a cute giggle. "It's a good thing none of us are claustrophobic." she stated. Although, after she said that, she immediately looked around at her friends a bit sheepishly. "No one is claustrophobic…right?" she asked hopefully.

Jaune shrugged his shoulders in response. "Nah. You sort of get used to being crowded when you live in a family with seven sisters." he chuckled.

Nora's eyes went wide at that statement. "Seven! Man! Your parents must've been going at it like rabbits!" she exclaimed, a bit louder than she should have.

Some of the others blushed at the implications, whereas Ren just scolded his partner for saying something like that. However, the young leader of Team RWBY looked on with slight confusion.

"What is that supposed to mean?" she asked innocently.

Her sister looked at her awkwardly, exchanging quick looks with their other teammates. "Um…don't worry about it, Rubes. Just…forget about it for now." she said, hoping that her other teammates would back her up.

"Yeah. You'll…find out when you're older." Weiss told her partner, attempting to help out the older sister. She had no intentions on having _The Talk_ with the young team leader.

Seeing as though the conversation had taken a rather…awkward turn, Pyrrha decided to redirect back towards the original topic. "Anyways, I do wonder what our professor has planned for us. He hasn't given any indication as to what it is going to be, but judging by the older students' reactions, it must be big."

Jaune nodded his head in agreement, more than willing to get Nora's statement out of his head. "Yeah. I tried to ask him during our tutoring session yesterday, but he didn't really give any hints that would be useful." he added. Though, he left out the part about Grayson keeping an eye on him in particular. He isn't sure what he has planned, but if he has high hopes for Jaune, then he has no intentions of disappointing him. He wants to prove that he has what it takes, and that the extra effort hasn't been wasted on him. "Still, it doesn't matter if we don't know what to expect. We just have to take whatever he throws at us and prove that we can overcome it." he said with confidence.

His partner smiled upon hearing his newfound conviction. She knows that he stills has a way to go, especially when it comes to combat, but she knows that he has been trying his best. She much prefers to see this side of him, then what he was showing when Cardin had blackmailed him.

"That was quite the little speech you just gave. I sure hope that you've got the skill to back it up." a voice said.

The group turned around and are now standing face to face with four other students. The one who just spoke was the girl in the front of the others, resembling a fashionista with her designer outfit. She has fair skin, short dark-brown hair, and dark-brown eyes. Her outfit consists of a long, cocoa-colored shirt with a dark brown waist cincher. She wears long, dark brown trousers with ribbons on the left side and a brown belt with bullets. She also wears a pair of dark-brown, high-heeled leather boots. It doesn't appear like she has a weapon, aside from a handbag that she has at her wasit.

On her right is a boy with dark skin and messy copper hair. He wears a sleeveless, orange zipper vest with a black lining and a high collar. He also wears a pair of black jeans, and brown, laced shoes. His eyes are pure white, making the group assume that he is blind. His weapons are a pair of red blades that attach to his wrist.

On the boy's right, there is what many would describe as a giant. He is seven feet tall, with a bulky build. His black hair has been shaved to be extremely short, and his skin is slightly tanned. He wears a long, short-sleeved robe over a black muscle shirt. The robe is fastened by the waste with an armored belt. He also wears a pair of brown pants, a pair of black and green boots, and an armored plate on his left shoulder. His weapon is a massive great sword, held on his back by a strap on his shoulder.

The members of RWBY and JNPR aren't entirely familiar with them. However, they are very familiar with the last person of the other team. She is a girl with long, brown hair and a pair of bunny ears on top of her head. She is wearing a short, long-sleeved brown jacket with a golden zipper, brown shorts detail and black leggings. She wears a black undershirt beneath her jacket, along with golden spaulders and vambraces on both of her arms. She doesn't appear to have a weapon, like the other girl, but she is carrying her camera with her.

"Hey, guys." she greeted kindly with a small wave. There have been occasions when her team wasn't around, and she ended up sitting with them in an attempt to avoid being bullied by Cardin. They don't talk very often, but they consider each other friends.

"Hey, Velvet!" Ruby greeted cheerily. "How have things been?"

The rabbit faunus shrugged her shoulders in response. "Things have been alright. I've had to deal with the usual racism, though other than that, things have been perfectly fine." she responded, a hint of sadness in her voice.

This made Blake frown. "I still can't believe how ridiculous some of these students are. They are training to become Huntsmen, yet they bully others just because of their appearance."

"Yeah, but you don't need to worry about me!" she reassured. "They don't mess with me when my team is around, and Professor Canis gives them a piece of his mind whenever he notices someone bullying me." she said.

"I almost feel sorry for whoever gets on his bad side." the brown-haired girl next to Velvet said. Though, she doesn't really feel sorry for them, since she feels like they deserve it for picking on her teammate. "I remember last year, he scared one team so bad that they pissed themselves." she said, not even bothering to hide her laughter. Some of the others joined her, believing that it served them right for bullying innocent people.

"I remember that, too. Although, that was one time that I wished that I hadn't had an enhanced sense of smell." she said with a small frown. The giant behind her patted her on the back to comfort her.

"Hey, they could've done something way worse than piss themselves. Be grateful that they didn't." the boy with copper-colored hair said.

"Man, he might be my favorite teacher." Yang said after she had calmed her laughter.

"It serves them right for being bullies." Weiss said, struggling to keep herself composed.

Once the laughter had finally died down a bit, Velvet's team decided it was time to introduce themselves. "Anyways, my name is Coco Adel. I'm the leader of Velvet's team, Team CFVY. This big guy is Yatsuhashi." she said directing one hand towards the giant. He didn't say anything, but he gave them a small nod of greeting. He is the quiet one of the team. "And this is Fox." she said, pointing towards her dark-skinned teammate.

Nora looked like she was about to ask a question, but Fox answered before she could ask. "Yes. I'm blind. Though, I've learned how to sense things using my aura, so that it doesn't matter if I technically can't see." he explained. He gets asked that question so many times, it has gotten to the point where he just expects it.

Pyrrha smiled at the other team, happy to make some new friends. "It is nice to meet you. I'm assuming that you are all second years, since you are on the same team as Velvet."

They nodded in confirmation. "Yeah. Though, if you were expecting us to spill the beans on the lesson, you'll just have to wait until the professor gets here. However, I can tell you that it is going to be quite the experience for you first-years. Enjoy, because this is quite possibly everyone's favorite lesson from him." Coco explained.

"Why?" Blake asked curiously.

"I don't want to ruin the surprise, but let's just say that things are about to get really competitive." Coco responded with a sly grin.

The two first-year teams exchanged worried glances with each other, not really happy with the way she said that. Seeing their faces made Velvet giggle a little. "Don't worry. It won't be bad. In fact, it is actually kind of fun, once you get into it."

"As long as I get to break some legs, I'm happy with whatever." Nora replied.

Ren sighed. "Nora, I doubt that the professor will let you do that."

"No, but you will get to hit a lot of people." Coco responded. Though that didn't completely satisfy Nora, an evil grin etched its way onto her face at the thought of getting to demolish Team CRDL with her hammer.

"I feel bad for whoever she runs into." Jaune said, with the others nodding in agreement.

While they waited for their professor to arrive, the three teams chatted amongst each other, talking about their different classes and simply getting to know each other. They all seemed to get along well enough, aside from Velvet and Weiss. Velvet has nothing against Weiss; however, the Schnee heiress distanced herself from Velvet. The others noticed this, but they didn't say anything, since she wasn't trying to hurt Velvet like some of the other students would do.

Soon, Grayson walked into the classroom, followed by Jenny and Stella. Some of the male students couldn't help but take in the beauty, as they watched the two gorgeous women and their assets make their way to the front of the classroom. Meanwhile, some of the girls envied them, wishing to have such bodies.

Grayson did a quick look over the room, and he saw that most of his students were accounted for. "Alright. Since almost everyone is here, I'm going to get started with the explanation of today's lesson." he announced. "Now, this is something that I've been doing ever since I started teaching here at Beacon. I believe that this lesson not only teaches you how to work with other Huntsmen as well as your team, but it also gives you first-hand experience of how being on a real mission would be like. So, today you will all be split up into two teams, and you will be going head-to-head against each other in the Emerald Forest."

Some people got excited at this, thinking that it would be interesting to have an all-out battle. It would be a nice change from the one-on-one, partner, or team battles. Although, others seemed to have the opposite reaction. There are many students here who are from the older teams, which means that none of the first-years know anything about their fighting styles, weapons, or semblances. The same thing can be said vice versa.

"You will have to think quickly to gather information on your teammates, so that you can come up with a sound strategy to defeat the opposing team. If you run out of aura, then that means that you are unable to continue, and you are to make your way back to Beacon Cliff. Once all members of the opposing team are out, then the match is over."

Yang raised a fist, letting one of her gauntlets activate. "So, in other words, we basically just have to beat up everyone on the other team? That doesn't sound too difficult."

"You need to remember that a lot of the other students we will be up against have more experience than us. We can't just jump head-first into a fight without thinking carefully for a plan." Weiss said.

Nora just waved off the white-haired girl's concern. "Quit worrying so much! We've got this!"

"Um, Nora? You do realize that there is a chance that our teams may not end up working together, right?" Ren asked.

Nora's eyes widened in realization. She then turned towards the members of Team RWBY, stomped her foot, and gave them a glare. "You're going down!"

Ruby saw this a declaration of war, and she returned the glare, though it ended up looking more like a cute pout. "You're on!"

"Don't encourage her." Weiss and Ren said at the same time.

"If you'd let the professor finish, you'd realize that there is more to the lesson than that." Coco said, making the two freshman teams realize most of the class was staring awkwardly at them. They didn't even realize that they were causing a disturbance.

"We're sorry!" Pyrrha apologized, feeling a little embarrassed with everyone staring directly at them, even though she hadn't done anything.

As soon as the eight students quieted down, Stella began to speak. "Anyways, while that is one of the ways to win, there is another way, which may or not be the quicker and easier option." she said, pulling up a hologram projection for all the students to see.

The projection is split into two screens, each of which showing what appeared to be a small fort made out of hardened dirt. Both of them are surrounded by trees, so they assume that this is footage directly from the Emerald Forest. These forts were made by Stella's semblance.

In a way, her semblance can be compared to Professor Goodwitch's Telekinesis, due to the fact that both are able to create structures. However, Stella's semblance is actually a form of energy manipulation. She can control dust without using a weapon as a catalyst for it. Using lots of earth dust, she created the two forts, making them extra durable because they were infused with her aura. When it comes to battle, she isn't the strongest. However, she makes up for it with her stunning amount of aura control.

"Each team will have a flag that you will place somewhere in these forts. The other way for your team to win is for them to steal the opposing team's flag. So, you have two options. You can either go out and hunt down all of the opposing team, or you can send someone to infiltrate the other fort, steal their flag, and then bring it back to your fort. However, just because you go after their flag, that doesn't mean that they can't still go after yours."

Some of the students groaned at the prospect, not liking that there were multiple ways for their opponents to win. If they focus too much on trying to capture their enemy's flag, then their enemies could sneak around them and go after their flag. Although, if they focus on defending, then their enemies could trap them at their base and slowly pick them off. To ensure victory, you have to have a good balance between offense and defense.

Jenny placed a small box on a table in the front of the class. "Okay. Now we need each team leader to come down and pick your teams. You will each reach into the box, and you will randomly select a slip of paper. If you pick red, then you are on the red team. If you pick blue, then you are on the blue team." she quickly explained, believing that it was relatively simple to understand.

Ruby, Jaune, and Coco each went to pick for their respective teams, with the other team leaders quickly forming a long line. It took a while, with how many teams there were, but the line eventually got to Ruby. She reached her hand into the box with closed eyes, hoping that she would end up picking the right team. When she pilled out her slip of paper, she opened her eyes, and she smiled when she saw that she had picked the red team.

"Maybe this is a good luck sign." she thought, happy that she got her favorite color.

She turned around to go back to her seat, and then it was Jaune's turn to pick. He wasn't sure which team would be the best to be on. Though, as he pulled, he was hoping for red, so that he could work together with his friends. So, when he saw the red slip of paper in his hands, he smiled and let out a relieved huff.

When he returned to where his friends were, he happily showed them the red slip of paper. "It looks like we managed to get on the same team after all. At least we should be able to work well together." he said. He doesn't really feel comfortable working with a bunch of people he didn't know, but having at least them to help him, it made him feel a little more confident.

"Ah yeah! With us eight together, we are sure to win!" Nora declared. Although, their attention was drawn whenever they heard someone laughing. It was Coco.

"Sorry to burst your bubble, but it looks like you eight are out of luck." she said, showing them the blue slip of paper in her hand. "Tough luck, but we aren't going to go easy on you, just because you've been kind to Velvet. Our team won last year, and we are hoping to keep the streak going." she said with a confident smirk.

Fox scoffed. "Yeah. Although, it would've been nice had that jerk and his team not been stuck on the blue team, as well."

"How'd you know that they are on the blue team? Aren't you blind?" Ruby asked, somewhat confused.

"My sense of hearing is stronger due to the loss of my eyesight. I overheard them talking about being put on the blue team." he explained. Besides, they aren't sitting that far away from them, so it wasn't like it was hard to overheard their conversation.

Velvet's ears drooped a little, though she still has a small grin on her face. "That's too bad. Oh well. I'm sure that they won't get too out of control, as long as they know that the professors are watching." she reasoned.

Coco nodded in agreement. "Plus, I don't really care if he is on our team. If they try anything to mess with you, then I'll personally knock some sense into the four of them." she said holding up her handbag.

It wasn't long before the rest of the team leaders had picked their teams, and they had returned to their seats. "Now that you've all got your teams, we will be heading out. There will be several bullheads, so make sure that you get on the right ones for your team. You will be taken right above your respective forts, where you will then have to jump. From there, you will have some time to set up your flag and come up with a strategy. I will launch a flare into the sky whenever your planning time is up." he explained. "Now, any questions?"

The first one to raise their hand was Jaune. "U-um yes. You said that we would be jumping. Uh…will we be given- "

"Nope." Grayson said, cutting Jaune off. "It is just like the initiation, in the way that you will have to land in the forest without any outside help. When you are on a mission, you won't always have a clear or safe place to land, which means that you will have to improvise and come up with your own landing strategy. Although, personally I find it much easier to land after jumping from a bullhead than I do being launched from Beacon Cliff."

After hearing that, Jaune immediately shut up, not wanting another instance like what happened during the initiation. The only reason he didn't end up falling to his death was because Pyrrha had been there to stop him. Though, now that he thinks about it, he didn't have his aura when that happened, so if she would have missed his hoodie, then she very well could've ended up impaling him.

That thought made him gulp. _"Man, I got lucky."_ he thought.

After that, there were no further questions, so everyone began to head outside where they found their respective bullheads. Once everyone was onboard the ships, the pilots took off and headed straight towards the Emerald Forest.

* * *

While the students were on their way to the forest, Grayson, Jenny, and Stella made their way to the top of Beacon Cliff, where they were ready to watch over the students via a scroll. Thanks to the cameras set up throughout the forest, they can watch the students' progress without getting in the way. Although, unlike the initiation, if something comes up and big Grimm like the Nevermore or the Deathstalker show up, then they will step in so that none of the students get seriously injured.

"So, who do you think will end up winning this little competition?" Jenny asked. When Grayson first told her about this lesson, she thought that it was an interesting idea. It also made her think of how fun it would've been to have something similar during the Grand Magic Games. Maybe once she manages to get back to Earthland, she could possibly suggest it to the planning committee.

Stella hummed in thought. "Team CFVY is most certainly one of the most impressive teams at Beacon. Their team also has quite a few of the other second-year teams, so I would argue that they have the better shot at winning, due to the extra experience."

Grayson nodded in agreement. "You make a fair point. They definitely have more experience than some of the students on the other team. Though, with both Team RWBY and Team JNPR on the red team, I believe that they have a fair shot at winning. Despite Jaune needing a bit more improvement, they are quite the formidable group, especially among the first-years. I wouldn't count them out, if I were you."

"Speaking of Jaune, how do you think he is going to do?" Jenny asked.

Grayson shrugged his shoulders in response. "I'm not sure. I know that he has the potential to lead his team to victory. However, it is up to him if he rises to the occasion or not."

* * *

Above the landing zone, the bullheads carrying the red team hovered, and the doors opened. The students looked out and down into the forest, some of them immediately regretting it. It isn't a crazy as their initiation, but it is still a rather far drop.

Surprisingly enough, Ruby was the first one to step up to the exit. "Welp, I guess I'll see you guys at the bottom." she said before jumping out of the bullhead. Weiss rolled her eyes at the cloaked girl's behavior before following behind her.

"Last one down is a dead Ursa!" Yang said before jumping out of the ship. Blake, on the other hand, jumped out without saying a word.

As the other students began to jump out of the bullhead, Jaune looked down at the floor of the forest nervously. "Is this really necessary?" he asked, not really expecting an answer. He flinched when he felt something touch his shoulder, though he calmed down when he realized that it was Pyrrha.

"You'll be fine, Jaune. Even if you fall, your aura will protect you." his partner reassured.

"It'll still hurt." Jaune said fearfully.

"Pft. Man up, Jaune!" Nora said before jumping out of the bullhead. "Bonsai!" she yelled on her way down.

Ren sighed before following after her. "I'd better get going. Who knows what she'll do if she is by herself for too long."

With them gone, that left Jaune and Pyrrha, the latter of which is still trying to calm her leader down. "Just take a deep breath, Jaune. You can do it." she encouraged.

Jaune did as she said and took a deep breath. He took another look down at the ground, and he almost hurled, which he was surprised he hasn't already done. He is still nervous, though he knows that stalling won't make it any better. So, with another deep breath, he leaped from the bullhead, immediately regretting his decision.

As he was falling, he could feel his stomach turn. It was one thing to be launched into the forest. It is another to willingly jump into the forest. However, he is still just as unprepared as he was last time. Instead of panicking, he should've spent his time on the ship thinking of some kind of landing maneuver.

He continued to fall, trying to come up with some sort of plan as he could see the ground coming closer. The adrenaline rushing through his system made it hard for him to think of a proper plan. However, just as he was about to hit the ground, he remembered a video that he had seen online. In it, the guy had tucked and rolled. Instead of taking the full impact through just his legs, it spread throughout his body when he rolled. He also remembered hearing Pyrrha say she did the same thing whenever she had landed in a tree during the initiation.

Not having any better ideas, he attempted to do the same thing. He landed with the tips of his toes, and he then went into a roll. It was going alright at first. However, he got a little tripped up, and he ended up landing on his back, instead of continuing the roll. He let out a small groan of pain as he looked up into the sky, seeing stars.

"Well, that didn't work as I was hoping."

Pyrrha landed a couple feet away from him. When she saw him lying on the ground, she went over to him and pulled him up, letting him get his bearings before letting go.

"Thanks, Pyrrha." he said.

"It was a good effort, Jaune. You just need to keep practicing."

Jaune sheepishly rubbed the back of his neck. "Yeah, I guess so. Anyways, we should probably meet up with the others and start coming up with some sort of plan."

The two of them met up with the other two members of their team before meeting up with Team RWBY. Afterwards, them and the rest of the red team went to scout out the fort.

Overall, it isn't very big. Though, it has two floors, consisting of several different rooms. There is also a small wall surrounding the fort, with only a single entrance near the front of the fort. Plus, there are also several windows throughout the fort, which means that they also must be careful of anyone that might try to climb through them.

After about ten minutes familiarizing themselves with their fort, they all went outside, and someone drew a sketch of the fort in the dirt with a stick. After minutes of discussion, they finally decided to place the flag in one of the rooms on the top floor. Sure, it might be the most predictable spot, but it is still one of the most easily defendable areas. Not everyone will be able to climb up to the top floor, which means that they would have to get in from the bottom floor and fight their way up to the top.

That was a plan that most of them ended up agreeing with. Although, something that took a little more discussion was their plan of attack. They are going up against students who have more experience than them. If they rushed them in a head-on attack, they would probably end up being overpowered, and they would lose too many teammates. They also have some people who have experienced this lesson before, and so they have probably already come up with decent strategies of how to get their flag.

"I say that we split the team in half, and then while one half protects our flag, the other half will rush the other team's fort and make a break for the flag. Surely, they wouldn't be able to take on everyone at once, and someone would be able to sneak past them and get the flag." one of the students suggested.

Another student shook his head. "Have you ever seen Coco of Team CFVY fight?! She'll just mow everyone down." he protested.

"Yeah. I say that we send someone in from behind and sneak in. We can provide cover for them as they are retreating." another student suggested.

"But how will that person get to the flag? We have no idea where they are going to set up their flag, and it isn't like they are going to leave the flag unguarded. Whoever we send would probably be outnumbered at least four or five to one."

Everyone argued back and forth, trying to figure out what their best plan of action was. That is another reason why this lesson is important. When dealing with this many people, it is hard to come up with and coordinate a plan, especially with so little time to make one. However, is someone steps up and takes leadership over the group, then they would be able to keep everyone on the same page and focused on the task at hand.

Yang groaned as she sat down on the cool grass. "We aren't getting anywhere. No one can agree on a plan. I say that we just send in all of our heavy hitters, and while they are distracted with them, we send in someone to snatch up the flag."

"Of course, your solution to the problem would be to think with your fists." Weiss responded.

"I agree with Yang." Nora said. "We'll hit em' so hard that they'll never see it coming!"

"And the brute agrees with the other brute. You can't just solve everything with pure strength. You need to think strategically."

"Do you have another plan, Ice Queen?" Yang asked, smirking a bit when she saw Weiss glare at the mention of that nickname.

Although, the white-haired girl then faltered a bit. "Well…no, not really, but- "

"Then I really don't see anything wrong with the plan. It is better than nothing." Nora responded.

Not wanting their arguing to escalate any further, Ruby stepped in between them. Come on, guys. Stop fighting amongst yourselves. If we want any chance at beating the other team, then we need to work together, not against each other."

Pyrrha nodded her head in agreement. "Ruby is right. Now is not the time to lose our heads. We must keep calm and collected if we are going to come up with a smart strategy."

"I suggest that we keep most of our heavy hitters closer to the flag. If they do manage to reach our flag, then we need someone there that can take them out quickly." Blake suggested. She noticed that her partner and Nora weren't very happy about that plan, since it meant they wouldn't be in the middle of all the action. "You'd still get to fight, because I am sure that they are going to be heading towards the flag. After all, it would be easier to get their hands on the flag than it would be to eliminate such a large team. Plus, I think that we should have some of our more maneuverable fighters going for the flag."

Ren nodded in agreement. "I agree with that. Although, it will still get tough to get anywhere near their flag. I think that is going to be the toughest part to figure out."

While the two teams were discussing, Jaune stayed rather quiet. He was trying to take all of the information in, trying to figure out the best course of action for getting to the flag. He agrees that some of their stronger fighters should stay behind to guard the flag. Obviously, whoever goes to get the flag should be good with stealth, so that they could avoid most of the other team, and they would also have to be fast to get back to their fort without being stopped. What they need is some sort of distraction, something to get the people guarding the flag to leave.

"Jaune, are you alright?" Pyrrha asked, snapping him out of his thoughts. "You've been awfully quiet."

"Yeah, Vomit Boy. You okay over there?" Yang asked, chuckling at the use of his nickname.

"Y-yeah. I'm fine. Actually, I…um, I think that I have an idea." he said. Although, almost as soon as he said that, a student that was nearby let out a loud scoff.

"Please, like you could come up with a decent plan. You almost flunked out of every one of your classes, and you are by far the weakest student in Beacon." the student said.

"He may not be perfect, but none of us are. I know that Jaune isn't the strongest, but during the initiation, he showed that he had a strategical mind when we took on the Deathstalker." Pyrrha defended. She then looked back at her team leader, giving him a smile. "If you think your idea will work, then let's hear it."

He returned her smile. He doesn't understand what he did to have such a great teammate, but he is grateful for everything Pyrrha has done for him. No one expects much from him, but she knows that he is capable of more. He isn't about to let her down.

"Right! Alright. Here is what I think we should do…"

* * *

Nearly half an hour later, Grayson decided that they had enough time to prepare. So, he took out a small flare gun, and he launched the flare into the air, signaling for them to begin. He then turned his attention to his scroll, seeing Jaune and some of the other students preparing for the battle ahead.

"Show me what you've got, Jaune. Show me that you have what it takes to become a great huntsman."

* * *

 **A/N: Well, I hope that you all enjoyed this chapter! It was originally going to be a bit longer, but then I decided that I was going to split this chapter into two separate chapters. This one basically set up what is to come in the next one. However, the next chapter will include some intense fighting, so get ready for that.**

 **I would've had this update done a little sooner, but I was having a bit of trouble writing Team CFVY's interactions with RWBY and JNPR, at first. We don't know too much about them, and they haven't appeared too often in the show. Though, after a couple of rewrites, I think that I got it down pretty well.**

 **I imagine Yatsuhashi as being more of the silent type, considering we have only ever heard him talk during his fight in the Vytal Festival. We haven't heard Fox speak at all, from what I can remember, though from other FanFics where Fox was a commonly reoccurring character, he seemed to have a sort of joking personality to him, so I wanted to aim for something like that. Honestly, I think that it would fit him rather well, and I can't wait to see what he is actually like when he finally talks I the show.**

 **As for Coco and Velvet, I mainly had them do the talking, because they seem to be the more conversational of the four members of their team. Coco also gives me a sort of protective vibe, so I'd like to imagine that she would be very protective over Velvet when it comes to bullying.**

 **Anyways, with all of that rambling aside, if you enjoyed, please leave a review, because I am eager to hear feedback from all of you. Although, I would also like to ask that you please refrain from asking something that doesn't pertain to FanFiction in the reviews. If you would like to ask me for advice, or something along the lines of that, please send me a PM instead. Anyways, now that everything is really out of the way, I hope that you all have a wonderful day/night!**


	7. Chapter 7

There was a quiet rustling in a bush, disturbing the otherwise silent forest. The first thought would be that it was a Grimm, considering that it is the Emerald Forest. However, moments later, the rustling stopped, revealing a swift-moving Blake scurrying behind a nearby tree.

The secret cat Faunus poked her head out from around the tree, getting a look at the enemy team and their fort. They have their members spread around the clearing, surely keeping an eye out for anyone attempting to sneak around them. She can also see some near the entrance of the fort, though many of them seem to be missing. One of the most prominent members she noticed is Coco, which doesn't surprise her. If anyone tries to rush the front of the fort, she could easily spray them with her minigun.

 _"_ _They are either inside the fort, or they are on the move for our flag."_ she thought. The former would prove to be more difficult than the latter, making it harder for them to sneak up to the flag.

Making sure that she hasn't been spotted, Blake dashed from her tree to another one several yards away, positioning herself near the rear of the fort. Although, much like the front of the fort, they seem to have just as many people guarding here. Thankfully most of their eyes aren't good enough to spot her in the darkness cast by the large trees. Plus, whatever little noise she was making went unheard by them, because they were too engrossed in discussing unimportant matters.

Suddenly, something shining across from her caught her attention. It didn't take her very long to figure it who was responsible for it, and she quickly, but also carefully, made her way back to the meeting place deeper in the woods.

After running for a couple of minutes, Blake arrived at a babbling brook lined with smooth rocks. She looked around, making sure that she wasn't followed, before sitting down on a fallen tree trunk. She closed her eyes and listened closely to her surroundings with her Faunus ears. They are still covered, but that doesn't damper the hearing too much.

Everything was calm and peaceful for the moment. Birds were quietly chirping their songs, and a cool and gentle breeze flowed through her hair. It almost made her wish that she had brought a book with her, though she knew that it wouldn't be smart to let herself be distracted by such things.

The silence continued for another few minutes until she heard shaking from a nearby bush. She stood from the tree trunk, unsheathing her short sword and crouching in wait, not to be caught off guard by an enemy attack.

However, she calmed down and sheathed her weapon when she saw the familiar magenta eyes of Ren. "So, what were you able to uncover?" she asked.

"Not much, other than the fort being heavily guarded on the outside. Though I was able to climb up a tree and get a brief glimpse into the room where they were keeping their flag." he responded.

"Who was defending it?" Blake asked.

"From what I could tell, it was Yatsuhashi from Team CFVY, as well as a couple of other first and second years. Though, I believe they kept a majority of their defenses on the lower floor."

Blake nodded in understanding. With Yatsuhashi keeping guard of the flag, it would be hard to take him down. Although with his large body, it is possible that he lacks the speed to catch up with them if they were to snatch up the flag. They are probably banking on his incredible strength to scare away anyone who would rush for the flag.

"Let's hurry back to the others and tell them what we found. I'm sure that a couple of the enemy team have made it to our fort by now." Blake said, Ren nodding in agreement. The two of them took off in a sprint to return to their base.

* * *

At red team's base, Yang drove her gauntleted fist into another student's face, sending them flying backwards into a nearby tree. She then turned to her left, just in time to narrowly escape being hit by a female student's short sword. The blonde-haired girl moved to the side, grabbed the other girl's wrist and swung her around in a circle before kicking her in the stomach.

Despite all the enemy's surrounding her, she had a big grin on her face. "Now this is what I'm talking about!" she said excitedly as she shot an explosive from one of her gauntlets at another student.

Nearby, Nora knocked away a trio of students with her hammer, a wicked grin on her face. "I'll say! It's a complete and utter slaughter!" she yelled. No matter how many of them charged after her, she was able to scare them away with her hammer. Most of them didn't know her, but if they did, they would've realized that it wasn't a good idea to be on the business end of Nora's hammer. They are just lucky that she isn't allowed to break their legs.

Although, not everyone was having as much fun as these two. While they are in the front fending off more of them from getting closer to their fort, Jaune and Pyrrha were towards the back, taking care of anyone who managed to get past their friends, along with some of the other students. However, the real issue was with Jaune.

Jaune blocked a strike from a male student's sword, but his attacker was strong enough to push Jaune back with that one swing. In an attempt to gain some ground, he swung diagonally with his sword, only for it to be blocked by his opponent's sword. The two struggled for dominance for a moment, before the other male overpowered Jaune and knocked him back.

The blonde-haired swordsman was knocked onto the ground. He looked up, and he saw his opponent charging straight towards him. Just before the sword was to jab him in the stomach, he lifted his shield up, blocking the strike. Looking down, Jaune's shield was obscuring the other student's vision of the ground, which stopped him from noticing Jaune outstretching his leg.

"Wha-!" the student gasped as his legs were swept from underneath him, resulting in him tumbling over and falling to the ground. However, before he could hit the ground, Jaune had already stood up and he shield bashed him in the head, knocking him unconscious as he landed on the ground feet away from him.

Jaune was hunched over with one hand on his knee, his sword held in his other hand. He was gasping for breath, exhausted from fending off the other students. He took a quick glance down towards his aura monitor, and he noticed that it was a little over half full. He is tired, but he is also glad to see that he has at least improved somewhat over the previous weeks.

After a brief moment of rest, he stood up straight once again with a small, yet confident grin on his face. _"Alright. I can do this. I just need to stay focused."_

However, what he didn't notice was the student rushing him from the side, his axe raised. As he was about to bring his axe down on the blonde-haired boy, a single shot rung out, hitting him in the chest and alerting Jaune to his presence. Though, before Jaune could react, a javelin came flying out of nowhere and depleted the rest of his aura. Behind him was Jaune's partner, running over to him as she collected her weapon.

"Are you alright, Jaune?" Pyrrha asked.

Jaune nodded in affirmation, turning to face the fort. "Yeah. Thanks to Ruby." he said, giving a small wave to the cloaked girl.

She quickly waved back before returning to picking off any stragglers. Jaune suggested that she snipe from the top of the fort, providing backup to those fighting down below, as well as keeping a radar of th clearing as she watched for anyone trying to sneak up to their flag.

Jaune turned to look at the fights going on. For the moment, it appears they have managed to drive off their first attack. Those who haven't been depleted of aura have begun to retreat back into the woods, and those who have depleted their auras have already started returning to the bullheads.

"Well, that went better than I was expecting." Jaune commented.

"Now all we need to do is wait for Blake and Ren to return. Hopefully they've managed to discover where the enemy flag is located." Pyrrha responded.

Jaune nodded his head in agreement. It would make things a lot easier if they knew exactly where the flag was, so that they wouldn't have to worry about searching the building with the other team surrounding them.

Soon enough, Ren and Blake returned, calling the team leaders and other members together to talk about what they had found. Hearing who was guarding the flag had them a little worried, and some of them started arguing once more about the best plan of action. However, this time, Jaune was quick to speak, reminding them of the plan he came up with.

"Now that we have some sort of an idea of what their defenses are, we can make our move. First, we'll have Ren and Blake sneak around their base again, and this time they will enter the base by whatever means possible." he started.

"We should be able to get in and out quickly, and unspotted as well if you can get Yatsuhashi and the others out of the building." Blake responded.

"That is where the rest of us come in. We will concentrate a majority of our forces near the front of their base. If we overwhelm them with our numbers, considering that we took out a good chunk of their team during their attack, we could force Yatsuhashi and the others out to help defend. They will be so focused on protecting their flag that they most likely won't be able to spare anyone to come after our flag."

"Still, we need someone to stay behind at the base in case they have someone sneaking up on us. Jaune, some of the other teams, and I will do that while the rest of you rush their base." Pyrrha said.

Some muttered in agreement to that plan. Though, others were concerned about leaving their flag in the protection of Vomit Boy. Pyrrha will surely pick up some of the slack, but they are still worried about if Jaune could handle it or not.

"Are you sure that you'll be able to do this, Jaune? I agree with your plan, but you aren't exactly the most capable fighter, at the moment." Weiss stated.

Jaune nodded. "Yeah. It'll be fine. Even if something happens, Pyrrha will have my back, right?" he said, looking towards his partner.

The invincible girl nodded her head, a smile on her face. "Of course, Jaune."

Ruby looked at the two of them with her own smile on her face. "Okay. It's settled then. We'll go round up those who are going to be rushing their fort with us. You two should start thinking about how to defend our base." she said before walking off with the other students.

Jaune let out a tired sigh as he watched them leave. "I can't believe that you're all actually going along with my plan. There is still a big chance that it won't work."

"Yes, but it is the same with any plan, Jaune. Every plan has a chance of failing, but what matters is that you thought of a plan and communicated it with the rest of us, while many couldn't come to a unanimous decision."

He guesses that she has a point, but even so, he finds it a little hard to believe. It wasn't very long ago that he was failing miserably at being a team leader, and yet now all of these people are trusting him and a plan that he came up with in less than ten minutes. Still, now that they have given him their trust, he needs to make sure that he does his part so that their trust won't be misplaced.

Jaune smiled up at Pyrrha. "I guess your right. I need to stop doubting myself so much. Anyways, we should probably get ready. We wouldn't want to let the others down."

* * *

Back at Beacon Cliff, Jenny was staring down at the scroll with a grin on her face. "It looks like he is finally stepping up. His combat skills could still use a lot of work, but he can at least hold is own against smaller Grimm and some of the weaker students." she commented.

Stella nodded her head in agreement. "He has come a long way. If this plan of his works, then I doubt that anyone will think of him as a failure anymore." she said. She was expecting for Grayson to have some sort of a response, yet he was dead silent. Seeing that made her frown. "Is everything alright?" she asked worriedly.

Grayson just kept his head down, eyes set on the scroll in his hands. After another brief moment of silence, he began to shuffle through the video footage from the different cameras around the forest. This action just further confused the two blondes.

"Um…Grayson, are you alright?" she asked. Normally, it wouldn't have been anything unusual for him to check the different cameras. He could just be checking on the students. Although, the fast pace in which he was going through them left her somewhat uneased. "You seem a little too quiet."

"I've just…got a bad feeling." he responded. He isn't sure why, but all of a sudden, a wicked chill went down the back of his spine. He isn't sure if he is about to have a vision, or if his Faunus instincts are telling him that something bad is about to happen.

"Well, that doesn't sound ominous at all." Jenny joked. Although, when she realized that no one was laughing, she immediately got serious. "Do you think it has something to do with your visions?" she asked.

Grayson shrugged his shoulders. "I don't know. Although, I kind of doubt it. If it was a vision, then it should've happened by now." he answered. That strange feeling he just had, it was nothing like when he would have his visions. Normally, they occur while he is sleeping. Though, when he does have one while he is awake, it would feel as though his mind was separated from his body and floating through space. This; however, felt far too ominous.

"What do you think is causing it then?" Stella asked.

"I'm not sure that I want to find out." he responded.

"Should we stop the exercise?" Stella asked. "Even if nothing comes from it, I trust your instincts. If you say something is wrong, then something is bound to happen."

Jenny nodded in agreement, sending Grayson a worried look. "She's got a point. If this strange feeling of yours happens to be right, then the students could be in danger."

Grayson scratched his chin in thought. That could very well be the best course of action. They could call the exercise off, bring everyone back to Beacon and tell them that something came up. Although, given how perceptive some of the students are, it would be difficult to get them to buy such an excuse. Plus, this is a chance for the students to prove themselves, to their peers, and to themselves. He would hate to ruin that, if he were to be wrong.

"For now, we continue as is." Grayson answered. "We have no idea if it means anything or not. I will continue to keep a careful eye on the security footage, just in case something occurs. At the nearest sign of trouble, we are stepping in and getting everyone out of that forest."

As much as she wanted to agree with him, Jenny couldn't help but feel like that was a mistake. Even if it is just a false alarm, it still wouldn't hurt to exercise a little extra precaution. "I'm not sure if that is the best idea, Grayson. Don't you think that it is a bit of a risk?"

Grayson sighed. "Possibly. Though, as much as I am worried, if we never took any risks, then we would never improve. Also, don't think that just because I'm not calling this off that I will just stand by and let harm come to the students." he told her, his gaze serious. "If it comes to it, I am prepared to go all out in order to protect them."

After a moment, Jenny begrudgingly agreed. "Fine. Let's just hope that all that it was is a false alarm, possibly a Grimm or something." she responded. Though, that doesn't mean that she will drop her guard. She may not be from here, but she is still responsible for these children, and she won't let something bad happen to them. Though, if it comes down to it, she has some new takeovers that she has been dying to try out.

* * *

Although, little did they know that the reality of the situation was far worse than they were expecting. In a secluded portion of the forest, two figures watched the students from what appeared to be a crystal ball. One of them was kneeling down in front of the sphere, whereas the other one was standing with her arms crossed over her chest.

"Tch. I would've thought that for such a prestigious academy, they would have better security than those pathetic excuses for cameras." the standing girl said, directing her attention to the destroyed camera that was once hidden in the trees. Now it lies on the ground, cut into little pieces.

The girl appears to be no older than twenty, with bright, spiky orange hair. Her eyes are a deep-red, matching the short-sleeved coat that she wears. Her coat has black fur around the collar and has orange linings. Underneath, she is wearing a simple white top, hardly covering her large chest and revealing most of her abdomen. Just below her navel, there is a symbol of a golden crown. She is also wearing a pair of matching pants, black boots, and holds a sword with tooth-like blades jutting off from the main blade hung over her shoulder.

"Well, Orochi, that just goes to show that these places aren't as secure as they would want others to think. Although, considering that this place is home to so many wonderful creations, I doubt that many people would wander in here, anyways." the girl kneeling beside the orb said, referring to the Grimm.

Compared to the other girl, she is a bit on the shorter side, though her voice indicates that she may also be in her early twenties. She has long, violet hair that cascades midway down her back, preferring it to be loose rather than held back by some cheap accessory. Her outfit's colors are a combination of purple, black, and a couple darker shades of purple, resembling that of a witch's clothing. Her witch-like hat is purple on the outside and black on the inside, and her robes are a mixture of different shades of purple, with pieces of cloth hanging from her wrists. Her eyes are a beautiful lilac, and her lips are covered in delicate coating of red lipstick, contrasting with her pale skin. Much like her partner, she also has the symbol of the golden crown, but it is smaller and located underneath her right eye.

The girl turned to her left, looking past some of the trees and at the cages she had gathered before coming to the Emerald Forest. Inside the cages, you can hear loud growls and snarls, as well as some banging. Although, considering that they were created for the capture of Grimm, she had no doubt that her new test subjects wouldn't be escaping any time soon.

With that thought in mind, a giddy smile formed on her lips. "Oh, how I can't wait to see what beautiful works of art I'll be able to make with you." she said, a bit of hysterical laughter escaping from her lips.

Orochi looked at her partner, who she would've rather not been teamed up with to begin with, with both discomfort and a little bit of fear. Of course, she's not afraid of her, to be exact. More like the thought of her and her sick obsession freaks her out.

"Riza, please remind me again why exactly we need these Grimm?" Orochi asked. "This is supposed to be a simple scouting mission, to get an idea of what our enemies are capable of."

Riza turned around to face her partner, her wicked smile sending a small chill down the younger woman's spine. "I know, and that is exactly why I am going to turn these wonderful creations into my own works of art!" she declared. "After all, what's a better way to get to your targets than to go after what is precious to them?" she said before directing her attention to her magic orb.

"Jester didn't order us to kill anyone, only to gather information."

"And we won't, at least not yet." Riza countered. "We are just going to use this as a little…incentive to get them to show their true power. Besides, from what Jester told us, the one with the wolf ears is a swordsman, and I'm sure that you are eager to see what he can do." she said with a mischievous grin.

At the mention of another swordsman, Orochi's lips curved into a big grin, showing off her razor-sharp teeth. She gripped the hilt of her sword harder, excited at the thought of facing a powerful swordsman. "Alright, then. Just don't go too overboard. I want the swordsman alive, so that when the time comes, he might be able to give me a real challenge."

"You can have the swordsman. I'll make the blond beauty squirm with my newest creations."

Orochi laughed, despite not sharing the same…odd interests as her partner. "In that case, you may want to hurry up and make them. After all, we don't have all day."

The violet-haired witch picked up her staff which was resting against a nearby tree. The rod of the staff is long and red, with a curved, silver crescent on one end. Within the crescent, there is a small, red orb. With her staff in hand, she began to walk towards the cages full of Grimm with a wicked smile on her face.

"It would be my pleasure."

* * *

Near the blue team's base, Blake and Ren are once again sneaking around the tree lines. However, this time they are together. Once the attack begins, Ren will rush into the room with the flag and grab it. He will run, and Blake will follow behind at a distance while making sure that no one goes after Ren.

Ren wasn't too keen on the idea, since he would've preferred to not leave Blake behind. Though, he quickly agreed when he realized that Blake was the superior fighter. He is fast and decent in close combat, but so far he has never been able to defeat Blake when the two of them have sparred. He knows that he would be able to get the flag back faster, and she would do a better job at holding off the other students.

The two of them came to rest behind a tree not far from the enemy fort. They knelt down as they waited for the rest of their team to arrive.

"Hopefully this plan works. I'd rather not have to make a second attempt at this." Blake commented.

Ren gave her a small but reassuring smile. "Don't worry. Jaune may not be the greatest of fighters, but if there is one thing he is good at, it is his strategical thinking."

Blake nodded in agreement. "It isn't perfect, but it's better than what most of the others would've come up with. I don't even want to know what Yang's master plan would be."

"No worse than what Nora's would've been."

After that, the conversation was dropped altogether. Blake knew that there was no way for her to argue that, because it is probably true.

Soon enough, the other members of team red began to arrive in the other team's clearing. In response to their arrival, most of the remaining members of blue team went charging forward. Though, those with long-range weapons such as bows and sniper rifles stayed back and provide the rest of their team with covering fire.

As for the members of red team, they sent those with shields and better armor in first, covering for the other members as they moved up. The bullets and arrows collided with the shield and armor, bouncing off.

The two sides met, and the fighting began. Ruby, with Crescent Rose in scythe form, shot herself over her teammates and began twirling it around with deadly speed and precision. Some of the opposing students tried to team up against her, but they couldn't keep up with her insane speed, and they ended up getting knocked back by the young leader.

Using her semblance, she zipped across the field, striking at students before zipping off once again as a flurry of rose petals. A group of five tried to follow after her, but they suddenly found themselves stuck in place. No matter how hard they tried to move, they were barely able to advance a few inches. Finally, they looked down, and they noticed the glyphs underneath them.

Before they could say or do anything else, a blur of white passed by them. They felt something strike them in their chest, but the strikes were so quick that none of them were able to see them coming.

The glyphs underneath them then began to change, and they were launched high into the air. Once this happened, a loud war cry could be heard. While in mid-air, the students looked up in both shock and mild fear when they saw Nora descending upon them with her hammer raised to strike.

"Nora smash!" she yelled, slamming her hammer into all five of them, sending them crashing hard enough into the ground to create a mini crater.

Nora landed on the ground, laughing. "Alright, who's next?!" She was answered in the form of bullets zooming right past her. A dark grin formed on her lips. "It's leg breaking time!"

The orange-haired girl leapt over the bullets before following the path straight to a brown-haired girl wielding an assault rifle. When she saw the hammer-wielder of Team JNPR coming closer, she jumped back and switched her rifle into a dual-bladed staff. She launched herself towards Nora, spinning the staff above her head.

Nora attempted to hit the girl in the stomach with her hammer, though she was much nimbler than Nora had thought. The girl jumped over the hammer and did a flip over Nora, kicking the orange-haired girl in the back. Nora stumbled back a couple of steps, turning around to just hardly duck underneath a swing of the staff.

Despite her overwhelming strength, it doesn't matter if she can't hit the person. Every time that she would attempt to hit her with her hammer, the girl would just dodge before getting a couple of quick hits in on the stronger girl.

Nora's opponent found herself smirking. "Not so tough now, are yo-!" She stopped speaking when she felt something cold encase her feet. She looked down, realizing that her feet were trapped in a solid coating of ice.

"She's all yours, Nora." Weiss said, before going off to help her partner once more.

Nora turned back to the brown-haired girl whose smirk is now replaced by a look of fear. "Fore!"

Nora swung her hammer like a golf club, hitting the girl square in the chest. The force from the impact was enough to break the ice holding her feet to the ground, causing her to go flying a short distance in the air before falling back to the ground several yards away.

Meanwhile, Yang found herself having equally as fun of a time, having run into Cardin and Russel. Apparently, the other two members of Team CRDL had been taken down during their first assault on red team's fort.

Yang ducked and rolled underneath a swing of Cardin's mace, turning around and firing off several explosive rounds at Cardin's back. The explosions knocked Cardin back, as well as propelled Yang backwards. While soaring through the air, she turned back around and aimed herself at Russel. She clenched a fist, ready to knock Russel into next week.

However, Russel managed to jump out of the way in time to avoid the devastating punch. He let out a small breath of relief, though he quickly returned to the offensive when he heard his team leader yelling at him to pick up the pace.

He launched himself forward, spinning through the air like a saw with his knives acting as the blade. Yang brought her hands up in time to block the slash with her gauntlets. Though, once Russel backed away, Cardin came running in and hit Yang full force with his mace, sending her rolling across the ground.

When she had finally come to a stop, she pulled herself back onto her feet and sent a glare in the direction of the two male huntsmen in training. They were both smirking. Though, seeing them confident only made Yang smirk twice as big.

"Not bad boys, but…" she punched her gauntleted fists together, activating her semblance. Her hair glowed with fire, and she could see the two boys pale. She took a step back before leaping into the air, soaring towards them faster than before with her arm pulled back, a loud battle cry filling the air.

Cardin stumbled out of the way in time to avoid being pummeled into the ground by the devastating fist, but Russel wasn't as lucky. He got hit directly in the face, sending him flying across the field and into the tree line. She didn't bother going after the boy, knowing that his aura wouldn't have been able to hold up from a punch that was strong enough to send a grown man packing through the wall of a night club.

Yang glared down at Cardin as she cracked her knuckles. "I'm not a pushover like you!" she said with a triumphant grin.

* * *

Back at the red base, Jaune and Pyrrha were standing guard outside with some of the other students. They had some inside of the flag room itself, but a majority of them were outside trying to make sure that no one managed to reach the fort.

"I wonder how it is going on their end?" Jaune thought out loud.

Pyrrha shrugged her shoulders in response. "Hopefully things are going well. Though, I suppose that we will find out once they return with the flag or not."

Jaune nodded, returning to looking over the clearing. So far, things have been pretty quiet. A couple of Grimm have made their presence known, but they were able to clear them up without too much difficulty. Though, as for other students, they haven't seen anyone. Although, that both pleases and worries Jaune. He'd rather not see anyone from the other team, though is also makes him feel as though something isn't quite right.

Pyrrha noticed the disturbed look on Jaune's face, and she decided to ask what was wrong. "Is everything alright, Jaune?"

The blonde-haired swordsman nodded, though he had a small frown on his face. "I just don't get why we haven't seen anyone at all since their last attempt. Sure, they are probably busy dealing with the rest of our team, but you'd think that they would send at least someone to attempt to take our flag." he reasoned.

Pyrrha frowned as well. That was a good point. It has been quiet, almost too quiet. That realization made her a little concerned. "That is true. Though, perhaps maybe the others are doing better than we expected? It is possible that they are giving them a tough time."

Although, almost as soon as the words came out of her mouth, they heard gun shots coming from the top of their fort. They turned around, only to find some of their teammates firing their weapons at two figures retreating into the woods. Jaune wasn't able to catch one of them, though he noticed that the other one had…bunny ears.

The realization dawned on him. When Blake and Ren had reported back to them, they had confirmed the locations of Yatsuhashi and Coco, but they never mentioned anything about the other members of Team CFVY. It is possible that they had scouted ahead as well, and while the others retreated, they stuck around, waiting for the perfect chance to strike. Since a majority of their forces were out attacking the other base, it left them even more vulnerable for a sneak attack.

Jaune wanted to curse himself for not thinking of that possibility, but he was quickly drawn out of his thoughts when he noticed Pyrrha running ahead.

"Come on! We need to go after them and get the flag back!" she called out to him.

Despite still feeling down about letting the flag get taken to begin with, he realized that he didn't have time to sulk. If he wanted to prove that he could be a good leader, then he needed to take action and fix his mistake.

He ran off into the woods with Pyrrha, as well as a couple of other students. Some stayed behind, simply in case the others came back and wanted to know what happened.

Jaune and Pyrrha went after them together, while the others split up to divide and conquer. Although, they all had a vague idea of where they needed to head towards. The enemy had their flag, and so it only made sense that they would attempt to get it back to their base as quick as possible. Of course, it is also possible that they would take a longer and more diverse route to try and throw them off. Though, since the other team sent some of their more agile fighters, it made more sense that they would head straight for their base, instead of wasting time trying to trick them.

As they ran, Pyrrha would periodically activate her semblance to see if it would react to any nearby metal. If it did, then more than likely it meant that their enemies were close. Of course, she also had to be weary since she didn't want to affect their own weapons and armor.

They continued to run for several minutes, and Jaune was beginning to have a hard time keeping up with Pyrrha. His physical condition has improved over the past weeks, but he still hasn't reached Pyrrha's level. "Are you…sure that they went…in this direction?" he asked in between breaths.

Pyrrha nodded, not slowing down in the slightest. "I know that they went in this direction, though it will be hard to find them through all of the foliage. It is possible that we already passed them up. Though, even if we turn back, then there is no guarantee that we will find them"

Jaune sighed. "So, the plan is basically to keep running until we find them?" Jaune asked.

"Pretty much." she responded before turning to her partner. She noticed just how tired he was getting. "If you need to, then we could take a small break."

Jaune refused though. "We need to catch up to them." he said.

"I agree, but even if we do, it won't matter since you would be out of breath. It would distract you during the fight."

As much as he didn't want to admit it, she had a point. He was hardly keeping up with her, as is. He would be a mess if he were to get into combat like this. "Fine. Though, you keep on going. No reason for the both of us to stop when you can keep going."

Pyrrha shook her head. "I won't leave you alone in the middle of a Grimm infested forest. We'll take a small break, and then we will keep trying to find them."

Jaune wanted to argue, but he knew that it was one that he wouldn't win. So, the two of them took a small rest, unknowingly preparing themselves for something that neither of them would be truly prepared for.

* * *

Back at blue team's base, Ruby dodged bullets upon bullets in a flurry of rose petals. However, the stream of bullets seemed almost unending, forcing the young girl to continue to flee.

Eventually, Coco had to stop firing in order to reload her minigun. Once she reloaded, she adjusted her sunglasses and sent a smirk Ruby's way. "Not bad. You're pretty fast. Though, it still won't be enough to take me down." She is standing right in front of the fort's entrance, preventing anyone from getting in.

Weiss dashed forward aided by one of her glyphs, though she appears to almost be skating across the ground instead of running. She tried to jab at Coco with Myrtenaster, but the brown-haired fashionista simply reverted her minigun back to its briefcase form and blocked the blade. She then swung her briefcase forward, pushing Weiss back.

Before Weiss could react, Coco was advancing upon her. She took a hit to the face and then to the chest by her briefcase, before being kicked away by Coco's boot. Coco attempted to attack the heiress once again; however, this time Ruby cut her off, appearing between her and Weiss with her scythe raised.

Weiss stood up, ready to back her partner up. "Now would be the perfect time for one of your plans, Ruby." she said with a slightly impatient and cold tone.

Ruby looked back and forth between her partner and Coco, nervous beads of sweat dripping down her face. "Uh…well, we could…both rush her at the same time?" she suggested. Considering that Coco's weapon isn't exactly light, if the two of them work together, they could easily beat her when it comes to speed. Though, she could always change her weapon back to its minigun mode, which could effectively force them into fighting at a distance. It isn't much of a plan, but it was what she came up with right on the spot.

Weiss sighed. "I should've figured that you would suggest something reckless, like always." she replied. Though, it isn't like she could come up with much better. They do have the advantage in speed and mobility. It could work, though she would prefer a much more thought out plan of action. "I'll use my glyphs to slow her down, and then we'll both go after her."

Ruby nodded in agreement. "Sounds like a plan." she said with a small grin, grateful for Weiss cooperating with her. "Now, let's do this!"

* * *

While the others were fighting, Blake and Ren managed to sneak into the top floor through the window in another room. There were a couple of students there, but they were able to catch them by surprise and knock them out before they could alert the others to their presence.

They snuck their way to the doorway leading to the flag room, where they noticed Yatsuhashi and a couple of other students standing guard. They were hoping that the fighting outside would've drawn them out, but it seems as though that wasn't the case.

The two of them moved further away from the door, and Blake whispered to Ren so that the others wouldn't hear them. "I'll distract them, and while I'm doing that, you run in and grab the flag."

"Are you sure?"

Blake nodded her head. "I'll be fine. We have the element of surprise, plus my reflexes should help me avoid most of their attacks. Just focus on getting the flag and getting out of there. I'll take care of the rest."

Ren was hesitant to agree, but he decided to trust her, and he nodded in understanding. With a plan agreed upon, Blake leaped into the room, using the pistol form of Gambol Shroud to get a couple of quick hits in. The students on the receiving end lost a bit of aura from the surprise attack, but they quickly shifted to blocking to avoid taking anymore damage.

Although, while they were defending from the bullets, Blake took this as a chance to get in closer and slim their numbers a bit. She now had both of her short swords in her hands, and she flipped over one of the students, kicking him into the nearby wall. She then disarmed another opponent before delivering several quick strikes to their abdomen.

Recovering from the initial shock of the attack, Yatsuhashi grabbed hold of his sword and swung at Blake. Though, what he wasn't expecting was for the younger girl to take the attack head on. It didn't look like she made any attempt at trying to dodge. Though, soon enough her body disappeared like a shadow, and she reappeared behind him.

 _"_ _A clone?"_ he thought, looking behind him at the raven-haired girl. She swung Gambol Shroud at him, though he quickly brought his massive sword around to block. He then reached forward and grabbed Blake by the arm, throwing her into a nearby wall.

While this was going on, Ren sneaked past the ongoing fight, reaching where the flag stood. He was reaching for the flag, when suddenly, a shrill cry rang throughout the clearing, shaking the fort and making Ren and the others stumble to their knees.

"What was that?" Ren asked.

Blake and Yatsuhashi stood up, just as confused as the member of Team JNPR. "A Grimm?" Blake suggested.

Yatsuhashi nodded in agreement. "It would make the most sense. Though, I don't think I've heard a cry such as that, before." he admitted. It resembled that of a Nevermore, but this one was louder, a little higher-pitched, as well as a lot more powerful if it managed to shake the fort that much.

Outside the fort, Ruby was knocked away by Coco's briefcase once more. Despite having the advantage in speed, the older girl was still managing to defend herself pretty well. Though it doesn't surprise Ruby. After all, she is a second-year student, with much more experience than them. She knew that a fight against her would be tough.

Weiss landed next to Ruby, her chest rising with each labored breath. She is beginning to run low on stamina, as well as aura. "This isn't working. We need to think of something else."

Ruby was about to suggest something else, when suddenly, the same cry reached their ears, making them drop their weapons for a moment to cover them. Similar reactions occurred for the rest of the students.

Expecting a Nevermore, Coco looked above them, only for her eyes to widen at the monstrosity flying overhead. It was at least two or three times bigger than a regular Nevermore, with much more bone-like armor and spikes covering its back and wings. Its talons are longer, and instead of having the same glowing, red eyes as the other Grimm, this one has glowing, purple eyes.

* * *

On the other side of the forest, Jaune and Pyrrha had continued their search for Velvet and Fox, when suddenly, the ground underneath them shook violently, causing both of them to stumble. Jaune almost fell face-first, but Pyrrha caught him and kept him upright. Moments later, both of them heard the sound of a girl screaming, which drew both of them to run in that direction. It definitely didn't seem good to them.

About a minute or so later, they began to notice trees torn out of the ground and split in half, making it harder for them to traverse the terrain. Though, soon enough, they came across an open field, where their flag had been dropped on the ground. However, neither of them were paying much attention to the flag. Instead, they were paying attention to the very large Grimm that they had never seen before.

Velvet and Fox were trying to fight it, but it was just too much for either of them to handle alone. The growling and the howl the creature let off reminded them of a Beowolf, but much, much more ferocious, making Jaune and even Pyrrha to an extent pale at the sight.

The Grimm in front of them is much larger than any ordinary Beowolf they've come across, standing taller than a two-story building. Its legs are muscular, and its claws are sharpened to the point of possibly being able to slice through steel. Its legs and back are covered in the same bony armor as the rest of the Grimm, as well as having a bony mask for each of the monster's three heads. Each head also had the same glowing, purple eyes as the other large Grimm.

Watching from her magic ball, Riza smirked. "I hope that you enjoy my newest creations. I think that I'll call them the Cerberus and Banshee." If anything will draw their targets out, it will be her newest works of art. She only hopes that the show they will give was worth the effort of creating them.

* * *

 **A/N: I apologize for the long wait, but it is finally out! I was originally going to finish this chapter in one chapter, but I then decided to split it into two. To make up for that, I will be updating this story once again before my PokemonxFairy Tail crossover. I am hoping to have it out by this Saturday or Sunday. Though, I won't promise anything.**

 **Things are beginning to get a little more intense for the students and teachers alike. Who are the two women controlling the Grimm, and why are they scouting out the teachers? These questions will be answered in coming chapters. Though, I hope that you are still enjoying them, despite the long update times. I guess even though I have more time with summer vacation, I still get just as distracted as usual.**

 **Anyways, with all of that said and done, if you enjoyed this chapter, please leave a review. I always enjoy reading what you have to say and seeing what feedback I will receive. Now, with that out of the way, I hope that you all have a wonderful day/night!**


	8. Chapter 8

Grayson, Jenny, and Stella are now running through the forest, trying to reach their students as quickly as possible. As soon as they saw the Grimm from the cameras, they set into action.

"See?! I told you that it wasn't a good idea!" Jenny yelled at Grayson. Although, she is by no means trying to brag about being right. She is simply worried about the students.

Grayson, on the other hand, is silent as he runs. He is well aware of the fact that he messed up. The feeling he had gotten could've just been a false alarm, but he should've known that his luck is too horrible for that to be the case. He knows that he messed up, but he isn't going to let his regret slow him down. He can feel bad after he gets to the students.

"What I want to know is where those Grimm came from, and what exactly they are. We cleared a majority of the forest yesterday. We would've noticed Grimm as big as these. Not to mention that I've never seen any like these two, before." Stella said.

"That's because they didn't exist before today." Grayson said, making the two women turn their heads to look at him. Grayson looked Jenny directly in the eyes. "You can sense it too, can't you? Almost as soon as they appeared, I was able to sense a large spike in magic energy."

Stella's eyes widened slightly out of shock. "You can't be serious. Why would another magic user be here, of all places?" she asked. With Jenny's sudden appearance, as well as the existence of Salem and her followers, she doesn't doubt the possibility of other people wielding magic. However, she wasn't expecting to run into someone else with the same power as Grayson and Jenny so soon.

Jenny shook her head in response. "I've got no idea. Though, Grayson isn't wrong. That is definitely magic that I am sensing, and I can assure you that it isn't a joke. For someone to be able to control such beasts with magic, they must be very powerful."

The wolf Faunus nodded his head in agreement. "That much, I am sure of. Though it won't do us good to just run our mouths like this. I'll go deal with the one near Jaune's location, since there are less people there to deal with it. You two should both head towards the other students and deal with the aerial Grimm."

"What about the person controlling them?" Jenny asked. Wouldn't it be better to take them out, first? That would probably release the control over the Grimm.

"We can deal with them after. Even if we take them down, it is no guarantee that it will get rid of the Grimm attacking our students. It might only get rid of their control over them, which might also send the beasts on a rampage. For now, our priority should be getting to our students and dealing with the Grimm."

"I also believe that would be the best course of action, here." Stella agreed before turning to face Jenny. "Still, you have more experience with magic than either of us. What do you think?"

The blonde-haired mage from Blue Pegasus closed her eyes in heavy concentration as she continued to run along with the others. In the past, she has seen types of magic similar to the one being used now to control the Grimm. It kind of reminds her of the magic used by a member of Lamia Scale, Sherry. Although, if this person indeed did create these Grimm, then they probably aren't the exact same kind of magic.

However, something else that came to her mind was one of the drawbacks of magic like this. "It might not be the exact same for every type of magic similar to this one, but if my hunch is right, then the caster must have some sort of range that they have to keep in order to maintain their control over the Grimm. So, even after we defeat the Grimm, that should give us enough time to track the caster down." she explained.

After her explanation, Grayson couldn't help but look at her with slight shock written across his face. He realized that she is a competent fighter, but he never expected her to be so knowledgeable. Despite living with her for several months, this made him realize just how little he actually knows about her.

Seeing the shock on his face made the mage smile proudly. "See? Like I've said before, I may be a model, but I'm not just a pretty face."

Grayson huffed. "I never said you were." he responded. "Anyways, now that we've got that settled, we know what we need to do. Once you are done with the Grimm on your end, Stella will return to the school with the students and inform Ozpin of what transpired. Meanwhile, Jenny and I will track down the one who caused all of this."

When he didn't hear any complaints, he broke off from the group and ran off in the direction where Jaune and his friends were fighting. He only hoped that he would be able to make it there in time.

 _"_ _I won't make the same mistakes as last time. No one is dying here today. Not as long as I have something to say about it!"_

* * *

The Banshee let out another loud shriek, reverberating around the clearing and piercing the ears of the students once more. It directed its haunting purple gaze below at the startled teens, flapping its wings and creating a large gust of wind that knocked some of the student's back as it slowly descended. Almost immediately, any of the students who were still underneath the giant Grimm took off in a sprint to avoid being trampled.

Having completely forgotten about the assignment, the students redirected their attention toward the more immediate matter at hand. Even among the more experienced students, none of them have ever come across such a massive Grimm before.

"Where did it even come from?!" Ruby asked in slight panic. She is always on board for killing Grimm, but the Nevermore that her team had taken down during the initiation was tough as it was. How were they supposed to defeat something several times bigger?

"How am I supposed to know?! Besides, I think we have other things to be concerned about, such as how we are going to take it down!" Weiss responded.

Suddenly, Yang and Nora ran up to them, followed by Blake, Ren, and Yatsuhashi. "Are you guys alright?" Yang asked. She was worried more about her sister, but she didn't want the others to be hurt, either.

"We're fine, sis, but it won't be easy trying to take that thing down." Ruby responded before looking at the others for ideas. "Does anyone have any idea of what to do?" she asked.

Nora grinned maniacally, jumping up and down and raising her arm to answer. "Oh, oh! I have an idea! We can jump on its back and ride it away from the forest!"

Thankfully, Ren was there to put a stop to her crazy idea before it turned into something more. "Nora, I don't think that is such a good idea. We don't know much about this Grimm. For all we know, it could be far more aggressive than a regular Nevermore."

"You're no fun." Nora pouted.

Yang readied her gauntlets and sent a glare at the Banshee. "If I can punch a Nevermore out of the sky, then I am pretty sure I can do the same with this thing."

Weiss scowled at the buxom blonde. "You oaf. We don't need to fight it. Our best course of action would be to run and try to find the teachers. Surely, they would be able to do something about the problem, or at least call for backup." the Schnee heiress reasoned.

Blake nodded in agreement. "It wouldn't be smart to take it on head-first. Retreat is the best option."

However; no sooner that she said this, they witnessed a small group of students attempt to flee into the forest. Unfortunately for them, before they could escape into the sea of trees, the Banshee looked at them and shot several large, needle-like feathers at them, effectively blocking their path of escape.

"Yeah…I don't think that it will let us do that." Ruby responded sheepishly.

Ren grabbed hold of his weapons as he prepared himself for the fight to come. "It seems as though it's giving us no choice but to fight." he observed. He'd rather not fight, since something like this isn't exactly his specialty. However, he has no choice but to give it his all.

Coco took several steps forward, moving to stand in front of the younger students. She pushed her sunglasses up with a single hand as she looked up towards the massive Grimm. "I don't see what the big deal is. Sure, it is bigger and definitely louder than a regular Nevermore, but it is still a Grimm, which means that it can still be taken down." she said confidently, holding up her briefcase. It shifted into its minigun form, and the brown-haired girl swiftly began to pepper the avian Grimm with a stream of bullets.

From past experience, Coco was expecting the bullets to shred through the soulless beast. However, her eyes widened in shock when, instead, the Banshee turned around and the bullets simply made contact with its bony armor and bounced right off.

The Banshee shrugged them off like they were nothing, sending the girl a warning shriek. Like before, it unleashed a volley of razor-sharp feathers at the young huntress in training. Before she could move to dodge, Yatsuhashi had grabbed hold of her shoulder and pulled her out of the way. Still, one feather strayed off course, but the brown-haired boy sliced it in half with his large sword.

Coco looked up at the avian Grimm in disbelief, her glasses drooping down to rest on the bridge of her nose. "Well…that didn't go as I thought it would." she said simply.

Weiss groaned. "Great. What's next? Is it going to lunge at us, now?" she asked sarcastically. Although, much to her disappointment, the Grimm did just that. The Banshee dove down and it flew directly at them, making them move out of the way unless they wish to get caught.

"You just had to ask." Blake said dryly, sending a small glare in Weiss' direction. Though, she forgot about it quickly, shifting her attention back to the problem at hand. The first Nevermore they took down was difficult enough. This time; however, the Banshee has superior defenses, is much more aggressive, and there isn't a mountain for them to take advantage of.

Soon enough, everyone who had a ranged weapon began to let loose upon the flying monstrosity. Though despite their best efforts, whatever didn't end up bouncing right off its armor was dodged effortlessly. It may be big, but it seems to still be quite maneuverable, especially when in the air. If they want any chance of bringing it down, then they will _literally_ bring it down to their level. It is great in the air, but once it gets stuck on the ground, it shouldn't be able to move around as easily, and they would be able to kill it.

 _"_ _But how are we going to get it on the ground when we can't even damage it?"_ Ruby thought. She continued to shoot at the Grimm, hoping that she would be able to get some sort of damage in on. However, whenever she would come close to hitting it, it would end up just hitting the armor.

While she was trying to come up with a plan, Yang had already come up with one of her own. She looked towards her partner, giving her a small grin. "Blake, do you mind giving me a little boost?" she asked.

Blake raised a brow at the blonde, still firing away at the Banshee. "What do you mean by that?" she asked, though she immediately regretted asking once she heard the answer.

"I'll grab onto the ribbon of Gambol Shroud and get a running start. You'll swing me forward as hard as you can, and I'll use my gauntlets to propel myself onto its back."

Despite feeling like her plan could only end up failing horribly, Blake reluctantly agreed. Though, if they are going to make the shot, then the others are going to have to slow it down a bit, otherwise Yang might end up overshooting and go flying into the forest.

The two of them relayed what they were about to do to the others, and while they also thought it was a bit crazy, aside from Nora who wanted to go with Yang, they agreed to help slow it down.

The others began to fire at the Grimm once more. Though now they are trying to direct the Grimm into a certain area. It was made a bit difficult when the Grimm suddenly decided to fire another volley of feathers or dive at them, but eventually they managed to bring it to where Weiss was waiting.

The white-haired girl is already tired from the constant fighting, and her aura reserves are running fairly low, much like the others, but she managed to make a fairly large glyph in front of the Banshee which managed to keep it relatively in place. Though, realistically, Weiss is using a glyph to push back against the Banshee. It is still moving, but it is moving at a very, very slow pace. She won't be able to hold it very long before her aura finally runs out, but once it does, it won't matter, because Yang will have already successfully been launched on top of it.

Weiss strained herself as she kept the glyph active, looking towards the black and yellow duo with a sense of urgency. "I won't be able to hold this for much longer! You may want to hurry if you want this to work!"

Yang grabbed a hold of the ribbon of Gambol Shroud before giving Weiss a quick thumbs up with her free hand. "Don't worry, Weiss. We're just about ready." she reassured her before turning back to her partner. "Let it rip!"

Blake sighed. "You better hope that this works." she responded. Like they planned, Yang got a running start, and just as she was about to pass Blake up, the raven-haired girl swung the ribbon forward with as much might as she could muster. Yang leapt into the air, letting go of the ribbon and propelling herself forward with her gauntlets. She soared high above the Banshee, and Weiss let the glyph disappear before falling to her knees in exhaustion but was then caught by her partner.

Yang descended upon the Banshee was incredible speed, activating her semblance while still in mid-fall. Instead of landing on her feet, she brought her fist down onto the Banshee's back as hard as she could. There was a loud cracking sound, which was then followed up by a large gust of wind that spread out around them. The force from Yang's punch managed to crack part of the Banshee's armor, as well as knock it down a little. It is still flying, but it was at least some progress.

After the initial punch, Yang had grabbed hold of a bony spike on the Banshee's back. She used that to balance herself as she unloaded both her gauntlets until she needed to reload. The result was for several large chunks of the Banshee's armor to come right off. However; unfortunately for Yang, that also included the bit that she was standing on. She wasn't expecting it, which resulted in her falling off the Grimm and plummeting back towards the ground.

She tried to use her gauntlets to propel herself towards a nearby tree to land on one of the branches, but when she went to punch, she realized that she had used up all her ammunition. She still had more, but she has never tried to reload her gauntlets while soaring through the sky, before.

Before she could fall, a flurry of rose petals surrounded her, and the next thing she knew she was on the ground, with her little sister beside her.

"Are you okay, Yang?"

Yang nodded her head. "I'm fine, Rubes." she said before grinning up at the Banshee. "Not so tough now, are you?" she taunted, though she doubted the Grimm could actually hear her.

Meanwhile, the other students continued to fire, though many are starting to run low on ammunition altogether. The Banshee was busy dealing with the injury and missing armor on its back, that it couldn't avoid the incoming bullets. Even if it managed to turn to its other side, it is missing some armor now, which leaves its back with a weak spot.

Several grenades and many minigun rounds later, the Banshee finally fell to the ground. Its wings were clipped by bullets, leaving it unable to fly. Just for insurance, Yatsuhashi came in and chopped the Grimm's head off. Moments later, the Banshee began to disappear into black dust, officially defeated.

Once they were sure the Grimm was dead, many of the students fell to the ground out of exhaustion, letting out tired groans. They are physically exhausted, most of them have either run out or are close to running out of aura, and others are completely out of any sort of ammunition. With the threat gone, they can finally have a chance to catch their breath.

Ruby fell on her behind, looking up at the sky and releasing a relieved breath. "Thank goodness that is finally over."

Yang sat down right next to her, their shoulders pressing against each other. "You said it, sis. That was pretty intense. Though, I guess it made for some pretty good training."

"Yeah. Maybe they'll go easier on us in class after all of this."

"I hope so." Nora said, holding up an exhausted Ren. "I didn't even get to ride it. They owe us, after this." she pouted.

"Nora, anyone would've told you that riding that thing wouldn't have ended well." Weiss responded. "I mean, look at Yang. She was only on it for a couple of seconds, and she looks horrible." she said with a slight grin.

"Gee, thanks Weiss. Glad to know that I have such a supportive teammate to watch my back." Yang sarcastically said. Though, she knows that this is just a bit of payback after all the jokes she has made in the white-haired girl's expense.

Blake just rolled her eyes as she watched them. Even when they are all tired, they still somehow manage to go at each other like this. Though, even though the fight is done and over with, she can't help but get the feeling like that wasn't the last of the problems.

"Guys, I don't think we should celebrate so quickly." she suggested, making the others turn and look at her.

"What do you mean?" Ruby asked.

"Yeah. Isn't the giant bird thing dead?" Yang responded.

Coco and Yatsuhashi joined them before the leader of Team CFVY began to speak. "I don't know. She's got a point. Things may be quiet now, but you can never get too comfortable, especially when it is concerning Grimm."

Yatsuhashi nodded his head in agreement. "I'm sure you all know the saying. Calm before the storm."

Despite it being few words, everyone understood what he meant. After they killed the Banshee, things seemed to get really quiet, aside from their own loudness. Normally, with all the commotion, other Grimm would've been drawn to the site of the battle. However, none of shown up, yet.

Everyone soon realized this, and much to their horror, another loud shriek could be heard in the distance. Everyone immediately turned their heads to look up in the sky, and in the distance, they could see a large, familiar black silhouette flying towards them once more.

"Y-you've got to be kidding me." Ruby said with wide eyes.

Yang groaned. "How many more of these are going to show up?!" she asked irritably.

"It took all of our energy and most of our ammunition to take down the last one. How are we supposed to take on another one?" Weiss said in disbelief.

"This isn't good." was Ren's short but very accurate reply.

Even Nora, who, despite being excited for another chance at possibly riding it, is still tired just like everyone else.

* * *

Back with Riza and Orochi, the violet-haired girl smirked and laughed with glee at the expressions on the young students' faces. "Did you really think I haven't planned for this situation? I knew that you are all huntsmen in training, which is why I prepared a couple extra of my beautiful creations for you to play with. There is no way I am letting this show end before the teachers get to see my beautiful work for themselves."

Orochi grinned. "Don't you think you're being a little too tough on em'." she said. "I mean, they are just kids, after all."

"Kids who are training to fight monsters. Despite how young they are, it is best not to underestimate any of them. Even with the enhancements I gave to my Banshee, they were still able to defeat it. However, given how exhausted they are, I doubt that will be a problem anymore, so just sit back and wait for the real fun to begin."

Orochi groaned impatiently. "It'll be fun once I get to see exactly what that swordsman is made out of." she responded, grinning in her mind. _"It'll be even more fun once I get to wipe the floor with him myself."_ she thought.

Though, for now, she has to settle for watching her partner's creations play with the students for a bit longer. Although, she has to admit, the show going on with the Cerberus is keeping her entertained for the meantime. As much as she loves a good challenge, she also can't help but enjoy watching someone play swordsman, which is what she thinks she is witnessing right now.

* * *

With the struggles of their fellow classmates unknown to them, Jaune, Pyrrha, Velvet, and Fox continue to fight against the Cerberus. So far, it has been a pretty one-sided battle.

With Fox's speed, he managed to get around the crushing stomps of the large Grimm's paws, as well as to get a couple of slices in with his blades. However, with the armor around the Cerberus' legs, it is a similar situation as to what was happening with the Banshee. He tried to rush underneath it and slice at its exposed belly, but it is hard to get something past a creature with three heads. As soon as it noticed someone beneath it, one of its three tails wrapped around Fox's leg and pulled him out from underneath the beast.

The Cerberus unwrapped its tail from around Fox's leg, which resulted in him being thrown into and through a nearby tree. Velvet hopped past the rubble, attempting another kick at the beast. Unfortunately, with the tough hide, the kick didn't do much aside from agitate it even more. The Cerberus thrashed about, knocking Velvet away from it. She landed not too far away from Fox, who gave her a serious look.

"I know you've been trying to save up, but I'd argue that the situation calls for it." he told her.

Velvet was a little hesitant, knowing that Coco would normally scold her for wasting the pictures. However, considering the situation, she doubts that the brown-haired girl will care. She would want her to use them, if it meant getting out of the scenario alive.

She quickly adjusted the camera attached to her belt before stretching her arm out to the side. Much to the surprise of the half of Team JNPR, a blue, holographic copy of Pyrrha's javelin appeared in the rabbit Faunus' hand. The second-year student quickly jumped into action, throwing the javelin with as much strength as she could muster.

Unlike the previous attempts at damaging the Cerberus, the copied javelin stuck itself in the Grimm's shoulder, making it roar out in pain. While it was distracted by the pain, Velvet ran closer to it and leaped into the air, grabbing hold of the javelin before flipping on top of the Grimm's back, pulling out the holographic weapon and taking it with her.

Once she was on top of the beast, she aimed the javelin downwards to strike at one of the three exposed necks. However, as soon as she did that, the Cerberus began to move again, desperately trying to shake the girl off. Despite her best attempts to stay on top of it, it was moving around too much, and she ended up losing her balance before falling off and landing on the ground with a thud.

Jaune watched with wide eyes as the Cerberus attempted to bring its massive paw down on the older student. He ran as fast as he could, attempting to get in between the paw and her and block the attack with his shield, but he was beat to it when Fox sped in and scooped his teammate into his arms and jumping out of the way before the paw slammed into the ground, creating a large shockwave that travelled through the ground and tripped them up.

The blonde-haired swordsman stumbled and fell on his face. When he looked up, he could see one of the heads glaring down at him with snarling teeth.

He laughed nervously, trying to hide the fear coursing through him at the moment. "U-um…nice doggy." he said, hoping that it would somehow calm the rabid beast. However, before the words even came out of his mouth, he had a feeling he knew what the results would be.

His thoughts were proven when instead of calming down, the Cerberus' glare hardened, and it began to growl uncontrollably. One of the heads moved down to snap its jaws down on Jaune. However, before it could achieve its goal, a bronze shield came flying in from behind, hitting the head directly and knocking it back a couple of inches. It let out a cry of pain, but it didn't have a chance to react further, because it was then bombarded by a barrage of bullets from Pyrrha's rifle.

It turned away to avoid any more bullets, before retreating several yards to regain its composure. Though, the two heads that weren't being pelted by bullets were glaring down the four huntsmen in training, watching for if they were to make another move.

Seeing this as an opportunity for themselves to regroup and compose themselves, both pairs reunited with each other to attempt to come up with some sort of strategy.

"W-what is that thing, and where did it come from?" Jaune asked out of slight panic. They didn't really have a chance to talk to the older students before now, since they had already been engaged in battle before they arrived.

"I don't know. It just jumped out at us when we weren't looking. My guess is that there was a cave or something that the teachers missed, since normally before doing something like this a sweep is one to clear most Grimm deemed too dangerous for us to handle." Fox explained.

"Still, why did it come out now, of all times?" Velvet asked.

"Perhaps we woke it up with all the noise we were making, earlier." Jaune suggested.

Pyrrha nodded her head in agreement. "I believe that would make sense. Still, none of that really matters. We can focus on that later." she said, keeping her eyes steadily locked on the Grimm. If it made any sort of suspicious movement, she wasn't going to let it get the better of them. "For now, we need to figure out how to beat it."

Instantly, the older and more experienced students began to list off their observations in order to come up with a plan.

"Its shoulders, stomach, and its neck are bare of the bony armor it has on the rest of its body. There are also a couple of small chinks in other parts of its legs." Fox explained.

"Yeah. It also seems to be pretty smart, too. It recognized when Fox was going for a weak spot on its belly, so it got him away using its tails." Velvet added, her shyness taking a backseat at the moment, seeing as though this isn't a time for her to let her nervousness take over.

Pyrrha rubbed her chin in thought. "It might possibly be an older Grimm, then. That just makes this fight all the more difficult." She has fought her fair share of Grimm in the past, but even she would have trouble against such a daunting foe.

Given all the information gathered, despite being scared beyond his wits, Jaune attempted to come up with some sort of strategy. Though, given their lackluster knowledge on the other two teens with them, he doesn't know too much about their skills. He knows that Fox is fast and his fighting style suits that, and Velvet fights using hand-to-hand combat, only using the holographic weapons when in a pinch. Then, there is them, two shield wielders who both practice swordsmanship. Add the fact that he doesn't have a semblance of his own, nor does he know the semblances of CFVY's members, it is a bit difficult to come up with a plan, especially when their foe is right in front of them and could strike at any time.

His heart beat only intensified as he continued to ponder possible strategies that would be viable in this situation. With three heads, and its unusual amount of intelligence for a Grimm, how can you sneak past that? It knows to defend its weak points by whatever means necessary, and it also has a good amount of defense to back that up.

 _"_ _Dammit. If I had a little bit more time, I might be able to come up with something, but there is no way that it will give us that time."_ he thought.

Soon enough, like the four huntsmen in training had thought, the Cerberus lowered its body closer to the ground, getting in pouncing position. All three of the heads snarled at the teenagers, preparing to attack.

Despite not having a formal plan, the four of them got in a defensive position, ready to counter or run depending on the situation.

Without any more of a morning, the Cerberus took off in a sprint towards the teenagers, tearing up parts of the ground with its massive paws as it ran. Once it cleared most of the distance, it was getting ready to jump and pounce on top of them. However, before it had the chance, there was a brief moment where they could see a white and gray blur. When it was gone, there was a moment of silence, before a gash opened up on the side of the Cerberus, making it cry out in pain and fall over.

There was a loud thump, and the ground shook. The four huntsmen in training were confused at first, not knowing what caused the Cerberus to be damaged like that.

"You know, that was a pretty stupid choice on your part." a voice called out, though who it belonged to was blocked from their vision by the Cerberus. However, they definitely recognized the voice. "It could've been anyone, but you attacked _my_ students. Don't think you'll receive any mercy from me, after that." Grayson said as he walked around to the other side of the Cerberus, making himself visible to the students. To them, it looked as though he was speaking to the Grimm, which he was. However, he was also speaking to whoever was controlling the Grimm, since he had a feeling that they would have to have some way of monitoring the Grimm to control it.

A smile of relief formed on Jaune's face once he saw Grayson standing in between them and the Grimm. Luckily, he showed up before any of them had gotten too seriously injured.

Grayson made a quick glance back at them, checking them for any serious wounds. When he didn't see any, he spoke once more. "I'm sorry I took so long. I had a feeling something was wrong, but I should've acted on it sooner than I did. Once this is all over, I will apologize properly for my failure." he said. Though, the caring tone in his voice was soon replaced with one of seriousness. "For now, though, I need the four of you to get out of here. I'll take care of this Grimm. You need to start heading back to Beacon Cliff."

Even though he knew his teacher had a point, he felt like it wouldn't be right if they just left him to deal with the Grimm by himself. Surely, he could handle it better than a group of students, but he was still worried for his well-being. "Professor, with all due respect, that thing is pretty tough. Maybe it would be better if we worked together to take it down."

Pyrrha nodded her head in agreement. "We are tired, but even so, we can still fight. It would be easier if we assisted you."

Grayson shook his head in response. "Thanks, but you'll only get in the way. I'm rather mad at the moment, and I'd rather for none of you to get caught in the crossfire." he said, making a chill run down their spines. From what Blake has said, they don't want to see him when he is angry, and both Fox and Velvet have seen him angry, once before. It is something they don't want to see again.

He is mad at himself, as well as at whoever decided it would be a smart idea to attack his students. He'd rather not accidentally hurt them in the crossfire, and he'd also rather not see how he gets sometimes when he fights like this. It tends to frighten some people, and these four are students that he doesn't want to be frightened of him. He reserves that for the students like Cardin.

"Trust me. I'm about to show this thing who the alpha wolf is around here." he reassured them before sending a glare the Grimm's way. "It is about to learn what happens when you mess with those that I care about."

Seeing how serious he was, Jaune decided that there was no point in trying to argue with his professor. Besides, if he was being honest with himself, though he does want to see what his professor is capable of, he would rather not get hit by accident. He isn't sure that he would want something like that to happen. So, even though he wanted to help, he nodded his head in understanding.

"Alright. We'll start heading back now and warn anyone that we see along the way."

A small and almost unnoticeable grin formed on Grayson's lips. "Good. Now get going." he said. Though, just as they were about to leave, Grayson decided to tell the blonde swordsman one more thing. "Also, you've certainly improved, Jaune. Keep working hard, and someday you might become a pretty good leader."

Hearing the compliment made Jaune smile. Though, seeing what was about to go down between the professional huntsman and Grimm, he didn't want to stick around for very much longer. Soon enough, the four of them left, leaving Grayson alone with the Cerberus.

The three-headed Grimm is already back on its feet, glaring and growling at the Faunus. However, Grayson seemed undeterred by it. Instead, he gave the Grimm a challenging growl in return, showing that he wasn't going to be playing around with it.

Grayson readied his sword, getting into a running stance. "Alright. Let's see which wolf is stronger, shall we?"

* * *

Back with the second Banshee, students ducked and ran for cover to avoid another barrage of feathers from the aerial Grimm. Those who still had ammunition attempted to fire back, though they had to be smart with how they used it so that they wouldn't completely run out like the others.

One of the few who still has ammunition is Coco, who is currently trying to weaken the Grimm with another stream of bullets. Though, this left her open to be attacked, so when the feathers began to come her way, Yatsuhashi got in front of her to block and slice them with his sword.

"This thing is really starting to get on my nerves." Coco said with spite. During one of the Banshee's attacks, she had been knocked over and her beret fell off. One of the feathers pierced it, making her mood worsen even more. "I just don't understand why my bullets won't pierce it. The other one at least took some damage from them."

"Perhaps this one has a tougher hide than the last one." Yatsuhashi suggested.

Coco huffed in response. "Still, this is starting to become really tedious."

Meanwhile, the members of Team RWBY were standing several yards away, also attempting to fend off the annoying Grimm. Blake is out of bullets, and Yang is trying to use hers sparingly. Weiss is using ice dust to shoot shards of ice at the Banshee, whereas Ruby is trying to snipe it down.

"This is ridiculous!" Weiss exclaimed. "First, we have to deal with one of these, and then another shows up. Something isn't right, here."

"Well, Ice Queen, maybe if you'd stop complaining and focus on fighting the Grimm, then that wouldn't be much of an issue." Yang commented.

"What does it look like I'm doing?!" Weiss fired back.

Ruby groaned. "Guys stop arguing. We've got bigger birds to kill."

Yang chuckled at the unintended joke her sister made. "Nice one, sis."

Ruby immediately realized what she had said, but she ignored her sister's bad jokes and focused on the task at hand. Soon enough, Ruby managed to land a hit on the Banshee's head, making her throw her hand up into the air in celebration. "Yes! I finally got it!"

However, the Grimm decided to cut the celebration short by turning a complete 360 and flying directly towards Ruby and the others. "Well, that isn't good."

The Banshee was heading straight for Team RWBY, prepared to dive down at them. However, a spear made of lightning went flying out from the trees and hit the Banshee directly in its body. Electricity travelled throughout it, making it convulse and let out a pained shriek.

Not long after, Jenny appeared, flying through the air and heading straight for the Banshee. She is in her regular Battle Form. Once she had gotten close enough, she brought her fist down on the Banshee's skull, making a sick cracking sound before sending the Grimm flying into the ground. A massive shockwave could be seen where her fist made contact with the Grimm, showing just how much force she put into the punch.

The Grimm slammed into the ground, creating a small crater and shaking the ground causing the students to stumble over and fall.

"It seems as though we managed to make it before any of them got too severely injured. That's a relief." Stella said as she walked out into the open. The lightning dust crystal on her necklace finally stopped sparking, which was a result from her using her semblance on it.

The students looked relieved to see that the teachers had finally arrived. Although, as soon as Jenny landed next to Stella, many of the male students couldn't help but ogle at her in her transformation.

A moment passed before the Takeover mage glowed a bright white before changing back to her original appearance. She had a small grin on her face. "That felt satisfying." she commented to herself. She always enjoyed when she was able to fight without holding back. It helped relieve some stress that had built up. "Don't worry. We'll handle the rest of it from here." she told the students.

"Stay back and let us take care of the Grimm. Once we are finished here, we'll all return to the academy." Stella said as she pulled on the two gloves she wears on her hands. Each of them has a different dust crystal. The one on her left has fire, meanwhile the one on her right has ice. Then, her heels are also embedded with earth dust.

Ruby grinned in excitement. "This is so amazing! We got to fight against a type of Grimm never seen before, and now we get to see the teachers fight! I wonder what else Ms. Realight can do aside from that one form!"

Yang had to hold her sister back to keep her from getting too excited. "Calm down there, Rubes. Ley's just stay out of their way, so that they can deal with the Grimm."

Despite her partner's childish antics, Weiss stayed silent. She is watching Stella closely, wanting to see how she deals with the Grimm. She knows about what her semblance can do, but she is interested in seeing just how good she is at using dust compared to her and the other members of the Schnee family.

Blake, on the other hand, was watching Jenny closely. She is curious as to what the blonde-haired woman's semblance is. Sure, she saw her transformation, but it is still very unclear as to what it was, exactly.

Soon enough, despite the heavy hit it had taken, the Banshee got up and flew back into the air. This time, its purple gaze is set on the two women that just attacked it. It gave them a warning shriek, but that didn't scare them at one bit. In fact, Jenny seems to be a little excited.

"Now I will get to see how my new forms will fair against the Grimm." she said.

"Speaking of your new forms, what exactly are they?" Stella asked. "You've mentioned them before, but you haven't shown them to us, yet."

Jenny smirked. "Don't worry. You are about to find out." she responded. Her body was engulfed in another bright light, making the students gasp.

"Oh, oh. I bet she is going to transform into a dinosaur and rip the Grimm apart with her bare teeth!" Nora exclaimed, making those around her sweat-drop.

"Nora, I don't think she is going to transform into a dinosaur." Ren informed the hyperactive girl. Though, he is curious as to what she will do to fight against the Grimm.

Seconds later, the glowing stopped, revealing Jenny in her new attire. Similar to Mirajane's Satan Soul Takeover, Jenny is now wearing a one-piece suit that shows off most of her stomach and a fair amount of her cleavage. However, this one is a brighter red then Mirajane's. It is also lined with black markings. Her arms are bare, except for the red and black gauntlets extending from below her elbows to her hands, and the silver shoulder plates with red linings. They are a bright-red with black markings, and on each of them, there is a single, silver blade on the sides. They resemble a scythe but are shorter than a regular scythe's blade. Her leggings are similar to her gauntlets, but instead of being lined with black, they have silver armor plates with red lining like the ones on her shoulders. Her legs also have smaller, curved blades extending outwards from her ankles.

Other than her outfit change, not much has changed. Her makeup hasn't changed, and her hair is now done in a pony-tail.

The students gawked at this new transformation, and the male students had to hold back nosebleeds. However, Ruby began to see the similarities in Jenny's new form.

"Wait a second, is she copying my Crescent Rose?!" Ruby asked in shock.

The others observed Jenny's new form, and they also felt reminded of Ruby's scythe.

"She's right. It does sort of remind me of Crescent Rose." Yang commented. "The color scheme is the same, as well."

"How, though?" Blake asked.

Jenny heard their confusion, so she decided to clear it up form them. "My semblance allows me to take on the properties of any sort of machinery that I come into contact with." she explained shortly. "If you don't remember, about a month or so ago, I had you leave your weapons in the classroom for a surprise inspection." she said with a big grin.

"I knew something seemed off about that." Ren commented.

"Still, that is an incredible semblance. It must have a ton of uses with all of the advanced technology in Remnant." Weiss responded.

Stella looked at Jenny in slight surprise. "That is a pretty impressive form. Though…don't you think it is a bit too…flashy?" she asked. She will never understand how something that shows that much skin can be considered armor.

Jenny shrugged her shoulders in response. "I don't see the big deal about it." she replied looking over at her fellow blonde. "So, are you ready do get this done?" she asked.

Stella nodded her head in confirmation. "Of course. I'll stay back and assist with my semblance, while you take it head on."

Jenny nodded before jumping into the air, heading straight for the Banshee. While Jenny was in the air, Stella stomped her foot on the ground, using her semblance to create a pillar of earth using the dust in her heels. She sent it flying into the air, and it travelled right beneath Jenny. Seeing what her friend was trying to do, Jenny used the pillar as a springboard to launch herself higher into the air, which caused her to go right over the Banshee.

The pillar kept going until it crashed into the Banshee's stomach. It didn't do too much damage, but it was enough to briefly stun the Grimm.

While Jenny was above the Grimm, she began to spin around like a sawblade, going down and slicing into the back of its neck. However, she missed her intended target, and she ended up hitting a part of its neck that was armored. Still, the part of the armor that she hit began to crack before breaking off, showing just how strong the blade on her wrists are.

Feeling the pain on its neck, the Banshee began to shake about as it flew faster. It was trying to shake Jenny off, and after a couple of seconds, it worked. Jenny fell of its back, and the Grimm scooped her up into its talons. It flew down towards the ground, intending on slamming Jenny into the ground using its descent to increase their speed and velocity.

However, just before it reached the ground, a spiky wall of ice formed underneath the avian Grimm, making it fly back up slightly to avoid being hit. Though, when it did, it gave Jenny the chance to break free from its grip by slicing at its foot.

The Banshee let out an agonizing cry as it let go of Jenny. She then grabbed onto its leg to avoid falling onto the spiky ice wall. She swung upwards, flying back above the Banshee.

After Jenny had gotten out of her line of sight, Stella used her semblance to draw the fire out of the dust crystal in her left glove. She then created several large fireballs which she sent flying at the Banshee, all of which exploded upon impact. The Banshee was surrounded by a thick cloud of smoke, blocking it from their view. Even so, Jenny was already descending towards it once more, ready to strike at it again.

Just as the smoke started to clear up, barely revealing the Banshee which is now missing several pieces of its bony armor, Jenny came down upon it with a strong kick. It landed right on the Banshee's back, the force breaking away whatever was left of the armor and dragging the Grimm back down to the forest floor along with Jenny.

The busy blonde's foot stayed in contact with the Grimm until the beast collided with the ground, making the previous crater even larger than before. Jenny then jumped away for a moment, allowing Stella to use earth dust to create a rocky prison around the Grimm, trapping its wings, lower body, and neck in stone.

With the Banshee now completely trapped on the ground, Jenny leaped over to where its head was resting against the grass and sliced it off with one of her blades. Soon enough, its body began to dissipate in a black smoke, the purple glow in its eyes slowly fading before turning black and empty. Once the Grimm was finally dead, Jenny reverted to her original outfit with a flash, before returning to Stella with a satisfied smile on her face.

"Well, it seems as though we make a pretty decent team." she commented.

Stella nodded her head in agreement. "I guess so. Maybe the next time you spar against Grayson, you and I should team up. I'm fairly confident that we would give him a run for his Lien."

"I'd love to see the look on his face when he gets beaten by the two of us." Jenny responded with an excited grin. Grayson doesn't know what kind of hell he is going to walk into the next time they spar.

Their conversation was cut short when they heard a loud squeal from behind them. They turned around, only to find Ruby with hearts in her eyes.

"That was amazing! You were able to use Crescent Rose to make an awesome suit of armor! That Grimm didn't know what hit it!"

"I don't think that I'd call that form of hers armor, Ruby. It doesn't look it covers anything important." Weiss commented.

"Still, that was definitely impressive. We've only seen that other form of hers until now, but that was awesome." Yang replied.

While the others were in awe of Jenny's transformation, Nora was busy pouting next to Ren. "I'm just upset that people keep getting to ride the Grimm, yet nobody would let me ride on top of it." Nora said depressed. Her lifelong friend simply patted her on the back as she continued to pout.

Jenny and Stella both laughed at the students' reactions. "Alright. Since that is taken care of, let's start heading back to the cliff. If the others aren't there by the time we get there, we'll wait for them to get back before heading back to the academy." Stella said.

The students began to head back towards the cliff, not letting their guards down in case another one of those large Grimm were to show up. Stella was about to join them, but she turned back to Jenny once the others were far enough away not to hear her. "Can you still sense it?" she asked.

Jenny gave her a nod. "Yeah. Although, I don't think there will be much time before whoever it is leaves. I can tell that Grayson's battle just ended, since the energy signature in his direction is fading."

"In that case, you should hurry. Hopefully either you are Grayson will get there before the culprits escape." Stella said before turning and leaving with the rest of the class.

Jenny didn't need to be told twice. As soon as Stella had turned back, she was already making her way towards the remaining magic signature.

 _"_ _Hopefully I haven't gotten too slow, wasting all that time grading papers."_ Jenny thought to herself.

* * *

Minutes before, Grayson blocked the incoming paw with his sword, bracing for impact and sliding across the grassy terrain. Almost as soon as the first attack was finished, a large shadow loomed over Grayson, and he rolled to the side to avoid being crushed by the second paw.

"You're a little bit on the large side there, pal. How about you let me cut you down a couple of sizes." Grayson suggested. Grayson rushed forward and leaped into the air. He struck at one of the Grimm's forefront legs where it has a weak point in the armor. His sword cut through the tough hide, though it took a bit of effort to do so.

Without his other front leg, the Grimm began to wobble a little as it tried to remain standing. Though, as it did so, it bumped backwards into Grayson, which knocked him a fair distance away.

Still, once Grayson stood back up, he had a small smirk shown on his face at the sight of the struggling Grimm. "Not so tough now, are you?"

Though as soon as the words left his mouth, the Cerberus let out a large howl, and a black liquid oozed out of the Grimm's wound. It continued to drip from the wound until it began to form a small pool on the ground.

Grayson raised a brow at this. "Blood? Grimm don't usually bleed." he said to himself.

Soon enough, what he thought to be blood began to solidify before shaping into another leg. It no longer has the same armor as before, but it doesn't change the fact that this Grimm just regrew a limb, which isn't something that he believed was even possible.

"Just my luck that I run into the first ever Grimm to be able to regenerate itself. I'm beginning to think that someone out there has it out for me." he huffed.

Once the leg had finished being formed, the Cerberus immediately sprung into action, targeting the person who had cut off one of its legs. It charged straight for Grayson, stomping at the ground and swiping at the wolf Faunus.

Grayson continued to run and dodge, attempting to not be crushed by the beast. Now that it has been discovered that cutting off its limbs doesn't work, that has made things that much more difficult, especially given that Grayson's best method of attack is with his sword.

After a stomp from its paw sent dirt flying across the field, Grayson took some time to back away from the Grimm. First things first, he needs to figure out a way to prevent it from rampaging everywhere. It is hard to get any sort of damage in, while it is moving like that. If he gets too close, then he will just be knocked away by one of the Grimm's paws.

 _"_ _It looks like I might need to use my semblance after all. I must be losing my edge, if I'm letting this Grimm get the best of me."_ he thought. Standing straight in front of the Cerberus, Grayson raised his arms, and several shadowy tendrils shot out from below him.

Two of the tendrils stuck into the Grimm's forefront legs, while two more wrapped around and stuck into its hind legs. Grayson then made a slight pulling motion with his arms, causing the tendrils to pull on the restrained limbs, dragging them and the Grimm itself down to the ground.

The Cerberus wasn't happy about this by any means, but it didn't matter, because Grayson created several more tendrils and wrapped them around its body. No matter how much it struggled, the shadowy binds that kept it in place were just too strong for it to break out of.

Once he was sure that his angry friend was nice and secured, Grayson stepped forward without hesitation. It doesn't matter if he moves from his spot, because the tendrils that he created are connected directly to his own shadow. As long as his shadow keeps moving with him, he won't have to worry about the Grimm breaking free as long as he has aura left.

Though, with his aura reserves in mind, he decided to not beat around the bush. Once he was right in front of the Cerberus, the beast let out a loud howl, the force blowing his jacket a bit. However, he just stood there, looking at the monster with a neutral expression on his face.

He examined every possible weak spot that the Grimm has. Though, he knows that no matter where he cuts it, it will just keep growing back its limbs. That being said, he highly doubts that it is unkillable. In his mind, there is nothing alive that is unkillable.

With that thought in mind, his first action was to cut off one of the beast's three heads. The Grimm roared out in pain, but after several moments passed, the head never regrew itself. This made Grayson grin.

"So, you can regenerate any limb, but if the heads are severed, then it doesn't matter. You look big and intimidating, but all you really are is a beast that is all bark." he said as he cut off another one of the heads. Like the first one, this one didn't regenerate.

Grayson moved on to the third and final one, pausing for a moment. Just in case whoever created the Cerberus was listening, he had another message for them. "Next time, I'll be your opponent from the start, and if I end up fighting against you, then you will have no doubt in your mind that I won't hold back for even a split second. Messing with _anyone_ that I care about automatically means you'll receive no mercy from me."

After having what he needed to say, he sliced off the last head, and whatever resistance the Grimm had been putting up immediately ceased. It took a moment, but just like all other Grimm, the body began to disappear into a black smoke. The heads were the last to disappear, along with the purple glow from their eyes.

Once the Cerberus had disappeared completely, he moved on to find the remaining magical signatures in the forest. He can sense that Jenny is already on the move, so he began to head in the same direction. He only hopes that whoever they find is prepare for a real fight, because he still has some pent-up anger that he would like to let loose.

* * *

Riza whined after watching her final creation be eliminated by the sword of Grayson. "He's no fun! How dare he insult my beautiful creations like that?! When we cross paths again, I'll make sure that my next creation tears him limb from limb, and unlike the Cerberus, he won't regenerate!"

Orochi sighed. "Calm down. Jeez. Why did I get stuck with such a crybaby? Besides, we already agreed that during our next encounter, that I'd be the one to deal with him. You've had your fun. It'll be my turn, next."

Riza continued to pout, but she knew that she wouldn't be able to win the argument. "Fine. I guess I'll just have to settle for getting revenge on the two blondes for defeating my other creations."

Having dealt with her partner's childish temper tantrum, Orochi took out a single chess piece from her pocket. This one resembles a golden horse, representing the knight piece. After channeling a little bit of magic into the chess piece, it burst open and it was replaced by a golden portal.

"We gathered information on how they fought. Now that we've got that, we can leave and prepare for our next possible encounter." Orochi stated. She has no plans on starting a fight with them now. The time will come soon. But until then, she will just have to remain patient.

The two women walked into the portal, which soon after disappeared, leaving no traces of their presence other than a broken camera. Grayson and Jenny would soon arrive at their previous location, only to discover that they had already vanished.

After failing to catch the ones responsible for releasing the Grimm on the students, Grayson and Jenny returned to Beacon with the others. Several students asked them about what had happened, and they simply answered by saying they must have missed a spot for the Cerberus to go unnoticed, but the Banshee could've easily just heard the commotion and flew over. For the most part, that answer was accepted, considering that no one was expecting that to happen.

Grayson apologized to his students for not taking action sooner than he did, though most of the students didn't blame him for what happened. It was resolved, and that was all that mattered. Though, the students were a little upset when it was decided that the game would be ended in a tie, but they still understood the reasoning behind it. Besides, everyone was given an A, because as far as the teachers could tell, all of the students showed some sort of improvement.

Although, what Grayson really wasn't looking forward to was the meeting with Ozpin, afterwards. He couldn't control that, though, because he needed to be filled in on what exactly happened.

Once things were settled with the students and they had returned to their dorms for the day, Grayson, Jenny, and Stella were in the headmaster's office. Glynda was also present, considering that she should also be aware of everything that is happening.

It took some time to explain, but soon enough, all five of them had gone silent, taking in all of the information. Grayson has taken up his usual spot, leaning up against the wall with his arms crossed over his chest, with the others standing not too far away.

Throughout the conversation, Ozpin barely said a word, no doubt trying to figure out a plan of action. Hearing that his students were attacked was disconcerting, to say the least. Though, hearing that it may have something to do with Salem made that even worse. However, from the way it seems, none of the students were too badly injured. Most of them had just run out of aura and were exhausted. So, he doubts that it was the students that they were truly after. Their true motives, though, still remain a mystery to him.

After a long, uncomfortable silence, Ozpin let out a tired sigh. "Well, I can't say that I am happy with these recent events, but nothing can be done to change them. The unfortunate truth is that none of us are quite certain exactly what our enemies are planning, which makes it quite difficult to predict what might happen next. I don't think our students are their exact target, but we should still keep an extra eye out, to make sure that another attack doesn't take place."

The others agreed with this. Though, they are still uncomfortable with the fact that this attack just came out of nowhere.

"I just find it strange." Grayson spoke up. "The Grimm I fought was capable of regenerating its limbs. Surely, they could've put up more of a fight than they did. Yet, they were only slightly annoying, at best."

Jenny nodded in agreement. "Yeah. With the two of us, it didn't take very much to take down the avian one. Surely, they must've been showing some sort of restraint, which I find to be a little odd, as well."

"We shouldn't complain about that, though. We are still lucky that none of the students were too seriously hurt. Things are bad right now, but they could definitely be worse." Stella responded.

Ozpin nodded his head in agreeance. "I concur. Things could've definitely been much more severe than they were. For now, though, I suggest that you all go home and get some rest. There is no need to let this take over our thoughts. We won't turn a blind eye to this, but we also have to remain calm and collected, otherwise it would disrupt our thoughts."

"I agree with the headmaster. We have no definitive answers for what happened, but we still have other matters to attend to. It would be best not to let these events get the better of us." Glynda agreed.

There wasn't much Grayson could say in response to that. He also doesn't really feel like saying anything, since he isn't in the greatest mood, at the moment. They don't know what happened to the person who was controlling the Grimm, nor do they know where to begin in tracking them, if that is even possible. They could waste all their time obsessing over this, or they could take a step back, take a chance to rest and think, and then they can deal with the problem once they are able to. He hates when Ozpin is right, but there isn't much else they can do, other than wait and see what happens.

* * *

Later that night, Grayson was fast asleep in bed, trying to rest after the day's events. However, unfortunately for him, his sleep didn't prove to be very restful.

Instead, his dreams were full of visions of golden crowns, sharp, pointed fangs, and glowing, purple eyes. He woke up in the middle of the night in a cold sweat, a feeling of dread sweeping over him.

"These stupid visions always manage to show up at the worst possible times."

* * *

 **A/N: I apologize for the long wait! I've been dealing with some family matters for the past week or so, and that has been keeping my mind preoccupied. Not to mention that the internet stopped working I don't know how many times at this point, and I've also been dealing with other computer issues. One thing after another just keeps popping up, and it is really starting to stress me out.**

 **Anyways, I do hope that you enjoyed this chapter. This one was rather combat heavy, and I'm still not used to incorporating so many characters into a fight scene, so I am sure that there are a lot of things that I can improve on.**

 **With that said and done, if you enjoyed this chapter, please don't hesitate to leave a review, because any feedback helps and is greatly appreciated! I hope that you all have a wonderful day/night!**


	9. Chapter 9

In a warehouse in an unknown part of Vale, a certain orange-haired individual and his men are hard at work to get everything ready for their next job in a couple of days. Lackeys of the White Fang are moving around the warehouse, moving large crates of dust to make room for what they are expecting to bag during their next haul. Meanwhile, the mastermind behind the operation was standing off to the side watching the animals work, removing the cigar from his mouth and letting loose a large cloud of smoke.

"Pick up the pace! We don't have all the time in the world! If these preparations aren't complete by Sunday night, then I'll be taking the heat for it, and that's not exactly something that I intend to let happen." he berated them.

Despite several grumbles of protest, the White Fang members kept at their work. They aren't happy that they have to work with such a filthy human, but they don't really have a choice in the matter.

Not very far from Roman, Orochi and her violet-haired companion stood idly by and watched the orange-haired crime boss order the Faunus around. Orochi has a frown plastered on her face, whereas Riza just seems to be indifferent about the whole thing.

"And what is he doing to help? He expects them to do all the heavy lifting while he just lazes around smoking that death stick. Getting his own hands dirty for once wouldn't kill him more than his beloved cigars." Orochi said.

Riza shrugged her shoulders in response, not really bothered by his lack of care for his underlings. "I could care less about that. I'm just sick and tired of hearing him complain every ten minutes."

Considering that the two of them weren't even attempting to keep quiet, Roman easily overheard them. Though, that didn't bother either of them in the slightest. "Remind me again what exactly the two of you are doing, aside from just standing there? At the very least, I'm supervising those filthy animals so that they don't mess this up." he responded before taking another puff of his cigar, though his response didn't go without grumbles from some of the nearby Faunus.

"We aren't here to be your lackeys, Roman." Orochi replied bitterly. "Our job is to help you escape the crime scene once the dust has been procured. Aside from that, we don't have any obligation to help you with such remedial tasks. That is up to you to deal with."

Roman scoffed before turning to leave. "Whatever you say, girly. Just don't get in the way." he said in annoyance. As he walked away, he blew out one last cloud of smoke before disappearing into the shadows of the warehouse.

"I don't even understand why we are helping that pitiful excuse for a man. I'm all for getting another chance to create my beautiful pieces of art, but I can do that without him." Riza commented.

"I don't fully understand why either, but it doesn't matter. One of the Seven Royals gave us an order, so we fulfill it without question." Orochi replied with firm conviction. Though she may not enjoy dealing with such disgusting individuals as Roman Torchwick, she is doing so for the sake of their masters. If they are pleased with their performance, then it would be worth the temporary annoyance.

Suddenly, Riza's crystal ball began to glow, and a voice interrupted them. "I'm glad to see that you know where your true loyalty lies, Orochi. I wouldn't expect anything less from one of our most trusted pawns."

Orochi gave a small bow upon seeing the image of Jester appear on the communication lacrima. Now without his hood, his face can be clearly seen. His most noticeable trait would be his eyes, the left one being green, and the right one being purple. His hair is short and green, with a small bang covering part of the right side of his forehead. On top of his head, like his name would imply, is a hat that would belong to a court jester, being divided into halves, one being red and the other being orange. The bright colors of his outfit and eyes greatly contrast with the pale tone in his skin. Though, that won't fool anyone. The wicked grin on his face shows that he isn't someone to joke around with.

"Of course, sir. I'm glad to be of assistance." she responded. Even though he called her a pawn, she wasn't offended in the slightest. Instead, she takes pride in it. Even the lowest pieces on a chess board can be useful in their own ways. "Though, I will admit that I agree with Riza. I'm not sure how helping this criminal will help progress our own plans."

Jester chuckled in amusement. "It's alright to be curious. It Is only fair. I won't go too in detail, to avoid any unwanted ears from hearing our plans." he said lowly, causing the two girls to quickly scan their surroundings. Roman has already left, and the members of the White Fang are all a fair distance away from them. Once they were sure that no one was eavesdropping, they continued their conversation. "Though, I will say this much. Phase one is currently in progress, and for the time being, giving aid to Roman and his associates, while a tad cumbersome, will move our plans along swimmingly."

"And what, if I might ask, does phase one consist of?" Riza asked.

"Why, it is quite simple, dear Riza. We will…how would you youngsters phrase it? I believe the term is called 'stir the pot.' Our association with these low-life criminals will get the attention of their enemies, which will in turn have their focus on them, instead of what we might be planning."

"I guess that makes sense." Riza replied. "Though, I'm fairly certain that they would end up fighting, whether we intervene or not."

This incited another bout of crazed laughter from Jester. "That is true. Though, I believe you'll agree with me when I say this: It wouldn't be as fun to just sit back and watch things fall into place. It is always much more…satisfying to play a key hand in how the pieces fall."

The violet-haired girl grinned sinisterly in response. "You're not wrong. I guess that manipulating and fooling these idiots will prove to be at least somewhat entertaining."

Orochi nodded her head in agreement. "That, and it will be the first step into creating the perfect kingdom that our masters envision."

"I'm glad that the both of you understand how important your part in this is." Jester complimented. "Now, I must be going. I have some important matters to attend to. I'll be awaiting your report soon."

The light in the lacrima crystal began to disappear along with Jester's face, fading to nothing. For several moments, Orochi and Riza simply stared at the crystal in silence.

Moments later, Riza let out a tired sigh before bending over and picking up her staff which was laid on the ground beside her. Once she had it, she began to make her way towards one of the exits. "Well, I guess we shouldn't just be standing around here. I've got some masterpieces to prepare before Sunday comes."

"Agreed. I should get some extra training in, as well. I don't want my skills to be rusty when I finally meet that swordsman. It would be a disgrace to give him anything other than my best when I defeat him." she said, lifting her sword over her shoulder. As she did so, her sword moved a little, almost as if it was responding to her statement.

With their plans made, the two girls parted ways to prepare for the battle ahead in their own ways. If what they were told by their masters is true, then Grayson and Jenny will show up. So, all they can do is make sure that they are ready for when the time comes.

* * *

In the streets of Vale, still unaware of the plans going on behind closed doors, Grayson and Jenny are strolling through the city. Jenny has two bags, one in each hand. Meanwhile, Grayson appears to have drawn the short end of the stick yet again, because his arms are loaded with grocery bags. Though, since meeting Jenny, he has simply grown used to this sort of thing. Although, having to deal with Stella and her shopping habits for years also gave him much practice.

That being said, he is just grateful that, for once, he isn't carrying bags worth of her clothing. He doesn't even understand why she needs so many outfits. It isn't like she needs a new one for every day of the week. No. Today, he is carrying actual groceries. The two of them needed to get restock the fridge at the house, so the two of them decided to go shopping after classes were done. It was also her idea, hoping that doing something normal like grocery shopping would help ease the stress he has been dealing with for the past couple of weeks.

Of course, Jenny still ended up purchasing something for herself. She is currently wearing her new outfit, which consists of a light-purple coat with white fur lining the hood and wrists, a pair of white pants, and a pair of furry white boots. It is getting closer and closer to winter, so she decided that she needed some warmer clothes. Still, even though her current outfit covers far more than her usual outfits, it hugs her body tightly, causing several people to ogle her as they pass them.

Though, it doesn't bother Jenny too much. It isn't like she isn't used to this back on Earthland, anyways. However, Grayson, on the other hand, still doesn't take very kindly to those people.

Even though he shouldn't care, it bothers him. Maybe it is a bit of overreacting on his part, but it would be against his personal beliefs to just watch it happen without warning them what would happen should they choose to do anything inappropriate.

After watching the wolf Faunus glare down someone else, Jenny finally spoke up. "Would you stop that, already?" she asked. "I don't need a guard dog. I am perfectly capable of taking care of myself."

"I am aware of the fact. That being said, if they want to stare at something, then they can just get themselves a girlfriend and stare at them." he responded.

Jenny gave off a playful smirk. "When you say it like that, then it almost makes it sound as if you are my boyfriend, or something." she teased. She is glad that he retorted. For the past few weeks, despite her countless attempts to tease him, he hasn't been reacting like he normally would. He has just been too deep in thought to really try.

Grayson scoffed. "Please. I don't need to be your boyfriend in order to care about your well-being. I'd do the same thing if I saw someone staring lecherously at any woman."

"Don't play so koi. I'm sure that you've done the same, at least once." Jenny replied. Her smirk didn't cease to widen as Grayson hesitated to respond.

"…Admittedly, yes. Though, in my defense, it wasn't exactly on purpose." he responded, directing his gaze on the ground in front of him.

"What do you mean? How could something like that be done accidentally?" Jenny asked, quite confused, as well as interested. Given how respectful he has shown to be, at least to women and people who aren't Ozpin, she is surprised that he actually has done something like that.

Grayson sighed. "When you go to an academy where the dorms are co-ed, and two of your teammates are girls, there tend to be…incidents." he explained, his cheeks turning a bright shade of red. He'd much rather not remember those incidents.

Jenny couldn't help but chuckle. "I doubt that Stella was very pleased with that."

"Of course, she wasn't. I'll never forget the kick I received that day." he responded, grimacing slightly. Even Jenny flinched a bit at the implication. She has a pretty good idea of where he got kicked, and she is sure that it hurt a lot.

"I can only imagine what Teal did to you when that sort of thing happened." Jenny commented, though she immediately regretted it when Grayson's pace began to slow, and when his shoulders tensed up a bit. "O-oh. Um…I-I'm sor-!"

"Surprisingly, nothing." Grayson responded in a neutral tone, shocking Jenny a little. "Honestly, when something like that happened, she was more embarrassed than she was angry. And that was mainly because, not long after I stepped into the room, our other teammate, Hunter, would often follow."

After getting over her initial shock, Henny responded. "I don't blame her for getting embarrassed from that."

"I at least had the decency to turn away once I realized what was going on. Hunter, on the other hand, had some of the biggest nosebleeds I've ever seen." Grayson said, letting himself let out a small chuckle at the memory. "Those were the good days." he sighed sadly.

"It…it must have been hard when you're team first disbanded." Jenny said. She isn't even sure how they got started on this conversation anymore, but she'd rather not risk saying anything that might upset him. She'll let him say what he feels comfortable saying.

Grayson huffed. "You can say that again. I was a complete mess, Stella was trying to talk some sense into me, and Hunter returned to Mistral to be with his family. We've kept in touch, but I don't think that we've actually met in person in over a year." he answered. "Though, I can't really blame him, after what happened. I'm honestly surprised that Stella has stuck around me for this long."

"From what I know about the incident, it wasn't your fault. You tried to warn them about your visions, but they decided to keep going anyways." Jenny said.

"True, but as the leader of the team, I am at fault. I knew that something bad would happen that could possibly cost our lives, but when they insisted that we kept going, I didn't try to convince them otherwise. I didn't want to act like some sort of dictator, but if it meant keeping them all safe, then that shouldn't have mattered."

As much as she wanted to say otherwise, he did have a point. As the leader, when he realized that things had taken a turn for the worse, he should've taken charge, regardless of if he upset them, or not. In that sort of situation, keeping their lives was much more important. Though, she won't blame him, either, because she would've had a difficult time making the same choice were she in his position.

"I keep saying that I became a teacher so that I could prevent my students from making the same mistakes that I did, but I can't even learn from my own mistakes." he scolded himself. "Back in the Emerald Forest, I should've acted on my instincts. I felt that something bad was about to happen, yet I just stood there and waited for something to go wrong. Had one of the students died during that attack…I-I'm not sure how I'd be able to live with myself."

Jenny's eyes widened in realization. No wonder why he has been acting so differently these past few weeks. Not only is he being stressed out by these new visions of his and what to do about their hidden enemies, but he is also trying to deal with the guilt he is feeling. Even if the situations were different, he made the same mistake as last time, and it could've very well ended up with a similar, or even worse outcome.

As they continued to walk, Grayson tilted his head up to look at the sky. For a moment, it almost seemed as though one of the clouds resembled his lost love, though it quickly returned back to its normal, puffy appearance. "Perhaps I should've just retired after the first incident. Maybe it would've saved everyone some trouble."

Things got quiet between them after he said that. Truthfully, he had thought about it several times. It seems as if things go wrong wherever he goes. Whenever he tries to make things right, he just makes them worse. It almost makes him wonder if he has some sort of magic that he isn't aware of, similar to Qrow's semblance, because he doesn't understand how someone could have such terrible luck.

He snapped out of his thoughts with a slight jump upon feeling something touch his shoulder. When he turned around, he caught of glimpse of Jenny giving him a small grin.

"As cliché as it may sound, you shouldn't focus so much on the past. Yeah, you've made some mistakes, but it isn't any different than anyone else. You just need to keep moving forward. Don't let your past get in the way of your future."

Grayson let what she just said sink into his head. He still feels guilty for everything that has happened, but then again, that doesn't really solve of their current problems. If anything, it is just preventing him from thinking clearly.

He turned back around, a barely noticeable smirk forming on his lips. "Tch. You're right. That was pretty cliché." he responded before continuing along the path.

Jenny fumed behind him, picking up her pace to keep up with the wolf Faunus. "Why did I even bother? I should've known that it was pointless." she complained, now walking side-by-side with him. He turned to face her, his grin growing bigger by the minute.

"Were you expecting a different response? I'd think that you would know better, by now." he replied.

Catching the amused tone in his voice, she smiled. "I guess that this means that you are back to your usual, annoying self?"

He shrugged his shoulders in response. "I wouldn't consider myself annoying. But if that is how you view me, then by all means, be annoyed however much you'd like."

"I'm surprised that you actually managed to get a girlfriend with that attitude of yours."

At that, Grayson sent a glare her way. "Alright. That's pushing it a bit."

"Sorry." Jenny said, looking away momentarily. Although, considering his reaction, and what she has learned so far, that at least confirms a few things for her.

Grayson sighed, returning his sights on the road ahead. "Don't worry about it. Though, I am a little surprised that you haven't brought that up in a conversation, until now."

Jenny shrugged in response. "Seeing how you normally react at the mention of Teal, I found it in my better judgement not to. Though, seeing as though we were briefly discussing it, I figured that you weren't really trying to hide it, anymore."

"It's not like I was really trying to hide it. It just isn't something that I ever felt comfortable explaining. I loved her…and it hurt when she died. Nothing was the same after that, so don't feel upset that I never went into major details about it."

Jenny nodded her head in understanding. "It makes sense." she replied. "So, how far did the two of you…?"

"She and I were married for nearly two years." he answered glumly, keeping his eyes set on in front of him.

Jenny frowned, feeling the sadness radiating from him. "I'm sorry."

Grayson sighed, shrugging his shoulders. "It's neither here nor there, I guess. As much as I hate to accept the fact, nothing will change what happened in the past." he replied. He went silent for a moment, giving himself a little time to think before speaking up again. "I guess that I should thank you."

Jenny blinked in confusion before turning to face him. "For what?" she asked.

The wolf Faunus let a quiet chuckle escape his mouth. "I'm not a fool. You suggested that we go shopping after classes, yet we didn't spend nearly as much time looking at clothes as we normally do. I could tell that you noticed I've been acting differently, so you were trying to fix that."

"It's not as fun teasing you when you don't even attempt to retort." Jenny said with a slight pout and crossed arms, making a grin break out on Grayson's face.

"I guess you've got a point. Still, it was…nice to get some of this stuff off my chest. Normally I just let it build up, and then I relieve the stress by going out and hunting Grimm. But…being able to just say what I'm feeling is…refreshing." he explained. _"I also haven't had anyone that I felt like I could trust my feelings with since Teal died. Sure, there is Stella, but Teal was like a sister to her. As much as I hate talking about what happened, I'm sure that she suffers just as much when she remembers that day. I don't want to bother her like that, after everything she has done for me."_ he thought.

The model of Blue Pegasus smiled. "You don't need to thank me. Besides, you still owe Stella and I for helping you prepare exercise in the Emerald Forest. You can thank the both of us then."

And that explains why they didn't spend so long looking at clothes today. He would say that he saw this coming, but that isn't even necessary. He figured as much. "I guess that's fair. Still, I appreciate you listening. I know that I might act like an asshole sometimes, but I'd like to think that I still have a heart."

"I'll admit, I couldn't really stand you when we first met. I mean, within a minute of knowing you, you were ready to attack me." Jenny responded. She understands why he reacted like that, especially after knowing him for a couple of months, but for a first impression, it wasn't really a good one. "Though, now that I've had a chance to know you for a while, I realized that you aren't all that bad. Sure, you're grumpy more than half the time, but I would be pretty angry too, if I experienced what you have. When you get right down to it, you can be pretty annoying sometimes, but that just makes things entertaining. It'd be too boring if I couldn't get a rise out of you."

Grayson grinned and rolled his eyes as they kept walking. "Yeah, yeah. I love you, too. Now, stop saying my praises already and pick up the pace. I might be strong, but these bags are starting to get sort of heavy." he responded, readjusting his arms so that he didn't accidentally drop one of the bags.

Despite the obviously sarcastic tone of his voice when he said that, a small blush began to form on Jenny's face. "R-right." she responded, not really sure how to respond to that. When she realized that she was blushing, she confusingly brought a hand up to one of her cheeks.

 _"_ _W-why am I blushing? I-It was clearly meant to be sarcastic. Besides, even if I was a little mad at Hibiki before, I still love him, don't I? Yet, why did that one comment make me feel like this?"_ she thought.

For the rest of the walk home, things were quiet between the two of them. Grayson thought that it was odd that Jenny got quiet all of a sudden, but then he just assumed that she was quiet because of everything that he disclosed to her. Surely, it might've been too much for her to process at once, and she is trying to process it. He never even thought that his joking comment might've brought about this change in feelings.

* * *

Hours later, Grayson unfortunately found himself riding the elevator up to Ozpin's office. It is past eight at night, and the wolf Faunus would much rather be at home, getting ready to go to sleep. However, like always, Ozpin once again proves that there aren't any bounds for how pissed off he can make Grayson.

After getting back from shopping, things were relatively quiet. Jenny read her books, and Grayson did whatever the hell he could find to keep himself occupied, which may or may not have included messing with Jenny about what other book recommendations she had received from Stella. Of course, she immediately denied anything, but the blush on her face betrayed her words.

Once he was tired enough, he decided to just go to sleep. There wasn't any point in staying awake if nothing was going to happen. So, he showered, and he had gotten changed into his sleepwear, ready to sleep.

Though, thoughts of sleep immediately left his head when he received a message from Ozpin requesting for him to meet him in his office. He wasn't sure why it couldn't just wait until morning, but knowing Ozpin, he realized that he probably just did it to annoy him. Unfortunately, Ozpin never responded to his…colorful choice of wording in a response, so he found himself paying a pilot to drop him off at Beacon late and night, and then heading up to see one of his least favorite people on the face of Remnant.

What a wonderful evening indeed.

When the elevator finally reached its final destination, the doors opened and a very obviously irritated Grayson walked into the office. Glynda, Stella, and Ozpin are already there, and Stella doesn't seem very pleased, either. In fact, he can tell that she was already asleep when she got the message, because her hair is unkept with no attempts at fixing it.

"Nice hair." he commented.

"Nice fangs. It looks like neither of us are very happy, right now." Stella responded.

"Make that three of us." Glynda added. "However, there is a reason behind why we are having this meeting so late at night."

"It better be a good reason, because otherwise I won't be sticking around for very long." Grayson responded with a small growl.

"This won't take very long, but I believe that this needed to be addressed sooner rather than later." Ozpin responded. "Now, Grayson, do you know if Ms. Realight has retired for the night?" he asked.

Grayson raised a brow, but he still answered the question. "Probably. It looked like she was about ready to go to sleep before I left. Though, I don't see how this is important."

"That is because what we are about to discuss involves Ms. Realight, and I'd rather not involve her in this conversation, until we've come to terms with a few things." he answered.

Stella frowned. "I'm not sure that I like where you are going with this."

Ozpin returned the frown. "Neither do I, unfortunately. Well, given the recent events in the Emerald Forest, it was rather hard to keep what happened in the Emerald Forest from the council. Of course, we didn't tell them the full version of what happened. As far as they know, two Grimm never before recorded went under our radar and attacked our students during a training exercise."

"Considering that they don't know about magic, that is a believable lie, given what it looks like to someone who isn't in the know." Grayson replied.

"That is true, but if there is another incident like the previous one, then I'm not sure that we will be able to hide it from certain people." Ozpin responded.

Given how they are all exhausted, it took a moment for Grayson and Stella to fully understand what Ozpin was implying. Though, they both then remembered who just so happens to have two seats on the council.

"Ironwood." the two former teammates said at once.

Glynda nodded her head in confirmation. "If things keep going at their current pace, then it is possible that the general will get suspicious, and he will turn to us for answers. Considering the severity of the situation, we might have no other choice than to explain what is going on to him. As much as I don't agree with most of his methods, he needs to know, and we will more than likely need his help, should things go wrong."

"I'm with you so far, but then what does that have to do with Jen-?"as soon as he said he, he realized what this meant. If the general finds out about what is going on, then that means that he will also learn about Jenny.

Ozpin folded his hands together on top of his desk. "Precisely. It is very possible that, given her rather recent arrival and then the appearance of these new enemies, he might believe that Jenny has something to do with the recent attack."

After that statement, it didn't take Grayson very long to snap. He walked straight up to Ozpin's desk and banged his fist on top of it. "You've said some stupid shit in the past, but this takes the cake. There is no way that Jenny is helping them."

"Grayson just calm down." Glynda said. The last thing she wants to deal with is his temper.

Stella crossed her arms in front of her. "To be quite honest, I agree with him. She helped us stop the attack in the forest, and she hasn't done anything since her time here to cause that suspicion. Besides, she's been around Grayson or I the majority of the time. That wouldn't leave her with very much time to meet with these people." she protested.

Ozpin nodded his head in agreement. "I concur. I never said that I suspected her of doing such things. Like you, I believe that she is on our side. However, I'm sure that you've realized by now that the general and I don't exactly see eye-to-eye with each other."

After taking a deep breath to calm himself, Grayson took a step back away from the desk. "Alright. You've got a point. Still, it isn't like we can do much about that. I doubt that anything we say will sway his judgement."

"Which is why we need something to prove that Jenny is on our side." Ozpin replied, looking directly at Grayson. "Is there anything that you can think of that might help us?"

Grayson sighed, scratching the tip of his chin in thought. "Possibly. Though, I'm not sure how solid my conclusion is."

"Just say it. It might be useful." Stella responded.

Grayson nodded in understanding. "Well, it has something to do with my most recent visions." he stated. Really, they haven't really been much. He has only been catching quick glimpses of glowing purple eyes, which reminded him of the Grimm back in the Emerald Forest. It makes him believe that, whoever was responsible, they will be running into them again soon. However, something that stood out to him even more was the symbol of a golden crown. Though, it looked more like a tattoo, of some sort. "The people responsible for the attack used magic, which means that they more than likely have come from Earthland, like Jenny did. In my visions, I keep seeing a golden crown symbol, resembling a tattoo."

Glynda readjusted her glasses. "That will indeed help us identify the culprits when we see them, but how does that prove Ms. Realight's innocence to the general?"

"From what I've learned from Jenny, anyone who is a part of a magic guild in her world has a specific symbol that represents their guild. Jenny's is the mark on her left shoulder." he explained.

This made Ozpin grin, happy with his answer. "So, you believe that this might be the work of another guild."

Grayson nodded. "That's my idea, at least. Plus, she also mentioned something about dark guilds, which are supposedly guilds that take illegal jobs. It wouldn't be much of a stretch to say that a dark guild might have aligned themselves with Salem and her forces. Plus, since the two symbols are different, it should be easy to tell that Jenny isn't one of them."

"I agree that it sounds likely. However, we unfortunately don't have the proof necessary to back that claim up." Glynda said.

"Not for long, though." Grayson replied. "Considering the frequency of my visions, it is only a matter of time before something happens and our enemies reveal themselves. Once they do, we confirm the symbols, and we gather as much information as possible."

"At the moment, that might be all that we can do." Ozpin commented, taking a sip of his beloved coffee. Once he had taken a long sip, he placed the mug back down and continued. "Until we have more information, we can't do much else. So, I do agree that it is a priority. As soon as our enemies make their next move, that will be our chance."

"Since there won't be classes for a couple of weeks, that will give us plenty of time to patrol the city. If anything comes up, we should be able to learn about it pretty quickly." Stella said.

Grayson nodded his head. "That is fine by me. I tend to go for runs in my spare time, anyways, and Jenny likes to visit the different shops, so suggesting that we keep a wary eye at the same time isn't very difficult." he added.

"In that case, I believe that should do it. I'm sure that we would all like to get some much-needed rest." Ozpin stated as he stood up from his desk. He then looked towards Grayson. "Now that we've come to a general decision, you can fill Ms. Realight in. I simply didn't want to worry her, in case we couldn't come up with some sort of solution to the problem."

Grayson shrugged his shoulders in response. "Whatever. I was gonna tell her anyways, because I know that not everyone appreciates having others talk behind their back, especially regarding important matters like this." he said before stepping into the elevator. Stella wasn't very far behind him.

"The next time you decide to have one of these spontaneous meetings, please make them a bit earlier in the day. I'm grumpy enough without my sleep. The last thing you want to deal with is a sleep deprived Grayson."

"The same goes for me. Some people need their beauty sleep." Stella responded, making Grayson let out a snort.

"Considering how much time you spend getting ready in the mornings, I wouldn't worry about your beauty sleep." he replied.

The blonde-haired woman sent a small, tired glare his way. "If I wasn't ready to fall asleep right now, I'd punch you right in the nose."

"And I'd just catch it." Grayson retorted.

Luckily for the other two adults still in Ozpin's office, the elevator doors closed, tuning out the argument.

"Well, that could've gone a lot worse." the gray-haired professor commented, before catching the glare sent his way by Glynda.

* * *

On the bottom floor of the academy, Grayson and Stella were nearing the exit. After their little argument in the elevator, neither of them really felt like saying much, mainly because they are too tired to say anything. Grayson is emotionally drained from his conversation with Jenny earlier, and Stella was interrupted when she had already fallen asleep.

"Why does he always have to need us late at night? Surely, this could've just waited until the morning." Grayson said irately.

"It's times like this when I start to hate Ozpin just as much as you do." Stella responded, which made Grayson chuckle.

"I don't think that is possible."

As the two of them walked out of the front doors to the academy, they noticed two individuals standing near the statue in the courtyard. One of them is Blake, oddly enough without her bow on, revealing her Faunus ears. The other one with her is a monkey Faunus that neither of them recognize, though they assume that Blake at least is familiar with him. He is wearing a pair of blue short, an open, white shirt, red gloves, and has short, blonde hair.

They seemed to be in the middle of a conversation, so Grayson and Stella stayed out of sight in order to not interrupt them. Grayson tried to hear what they were saying, though they were a bit too far for his enhanced hearing to reach. Though, from the angle they are at, he can see the conflicted look on the cat Faunus' face.

Grayson frowned at this. _"I think I know what happened. I expected that this would happen sooner or later, which was why it was a bad idea to wear the bow, in the first place. I'd like to help you, Blake, but this is something that only you can resolve."_

Blake and the other Faunus talked for another minute or so, before the two of them began to leave the courtyard together. When Stella saw this, she was tempted to go after them.

Grayson noticed this, and he moved his hand in front of her to stop her from following after them. "As much as I'd love to help her, she needs to resolve this on her own. Whatever happened, it is between her, and more likely than not her team. Maybe some time away from them is just what she needs to figure things out." he reasoned.

"It seems as though you expected something like this to happen." Stella replied with a raised brow.

Her former leader shrugged his shoulders. "I mean, that is what happens when you try to hide your real appearance. I never truly understood why she chose to hide her ears. She wants to prove that not all Faunus are bad, yet no one knows her true heritage. I warned her that something like this would happen, and now she needs to fix it. Even if I were to step in the middle of things, it wouldn't change anything. She needs to learn how to stop running from her problems and face them head on." he explained.

"So, you are just going to let her go off with that random Faunus? I don't think he is a student here, because I would've recognized him if he was."

"I doubt that he is a bad guy. Otherwise, I doubt Blake would've gone off with him by herself. Besides, even if he was bad, Blake can defend herself. That much, I am confident in." Grayson responded.

Stella huffed. "Alright. I guess you know her better than I ever will, so I'll trust your judgement. If anything comes up, feel free to message me. Until then, I'm gonna get back to my bed."

Grayson nodded in understanding. "Yeah. I'll do the same. After the day I had, I'm ready for it to finally end."

"We can discuss what happened another day. I don't think that either of us feel like getting all emotional this late, anyways."

With that said, the two of them headed back into the city on an airship before going their separate ways. Though, as he walked home, Grayson couldn't help but think back to what is going on with Blake, and their hidden enemies.

Since they don't know of their true motives, or who they are, it is never clear when they will strike next. The students were attacked last time, but that was in a forest away from any other witnesses. He doubts that they would make such a sudden move in a public place, risking their own security.

 _"Hopefully Blake will be alright. As long as she doesn't do anything stupid, then she should be fine."_ he thought, mainly to calm his mind. He would hate for anything bad to happen to her. Not only is she his student, but he has known her since she was just a toddler. He wouldn't be able to forgive himself if she got hurt, or worse.

* * *

Over the course of the next two days, nothing really occurred. Like they agreed, Grayson, Stella, and Jenny began to keep a close eye out for anything, in case they spotted any shady activity in the city. Of course, when Grayson informed Jenny about the meeting they had that night, she wasn't very happy.

Once again, Grayson finds his wallet lighter than his liking, but he expected that to happen anyways.

Now, it is Sunday afternoon, and after doing some shopping and getting something to eat for dinner, they are now just walking through the streets. As much as Jenny hates to admit it, when she doesn't have to deal with papers or other things related to school, it is rather boring. Normally, she would be busy taking jobs for the guild or posing for pictures for some magazine.

She has thought a bit about possibly going on a hunt or something like that, though since she isn't an official huntress, she isn't sure if that would be possible. Perhaps she might see if Grayson would let her tag along with him on one, some day.

The two of them dropped their things off at the house before heading back out into the city. Starting yesterday, the two of them patrolled the streets early in the morning, and then closer to night time. They want to keep this trend going, at least for the time being. So far, though, they haven't found anything particularly useful in their search.

There have been a couple of random thugs hanging out near alleyways that they had to deal with and call the cops on, but other than that, things have been rather quiet. However, quiet isn't always a good thing. After all, it is often calm before the storm.

Although, since it has been so quiet, it has given Grayson a lot of time to think about Blake. While they were walking earlier, they had run into Yang and Weiss, who were looking for the cat Faunus. Of course, Weiss had confronted him about her being a Faunus, which Yang had to elbow the white-haired heiress for. Grayson wasn't really surprised at her reaction, though. He knew that Weiss would be the biggest issue when it came to Blake's heritage.

This also makes him worried, because she never messaged him or called him, and he told her that if something ever happened, she could get a hold of him. He would hope that she would call him if something happened, but knowing her, she will probably try to handle everything by herself.

He still believes that this is something that she needs to resolve herself, but if she needs help, then she needs to learn that she can also rely on others. She doesn't always have to push them away. Though, after her time in the White Fang, that seems to be her first response when there is a problem.

While he was busy in his own thoughts, he didn't realize that he had spaced off and was staring off at nothing while they were walking. Jenny, on the other hand, noticed, and she nudged him no the shoulder to snap him out of his thoughts.

"Why does it seem as though you've got something else stuck on your mind every other day?" she asked jokingly. Though, she knows the answer. He is worried about Blake. She was a little shocked when she found out that Blake was a Faunus from the girl's teammates, though it didn't shock her too much. She knew that there was something that Grayson didn't mention when he said that their families were good friends.

"It's called thinking. It tends to happen when there is a lot going on at once." Grayson sarcastically replied.

Jenny rolled her eyes in response. "Hah. Very funny. I'm just saying, that maybe you shouldn't worry so much. I mean, she ran off so that she could have some time to think. From what you said, she is with a friend, or who you believe to be a friend. I don't think that you should be so worried about her."

"I know that she can take care of herself. Still, with everything going on, I'd rather her not be roaming the streets without someone knowing where she is." he replied. The more he thinks about it, the more he wished that he would have followed her. At least then he'd know if she was safe, or not.

"You are just being over protective, like always." Jenny commented. She looked over and saw that he still wasn't fully convinced. "Come on! What's the worst that can happen?"

Although, almost as soon as she asked that question, they heard several explosions going off in the distance. Not long afterwards, they were able to see smoke rising from the southern half of the city.

"It looks like something is going on at the docks." Grayson stated, before looking at Jenny with a deadpanned expression. "Now, what were you saying about what could possibly happen?" he asked sarcastically.

Jenny looked down at the ground and groaned angrily for a moment before looking back at him. "Alright, fine. I jinxed it. I don't think this is the time to rub it in my face, though."

Grayson nodded his head. "Yeah. You don't need to remind me. Let's get going before things get worse." he agreed.

The two of them began to run in the direction of the smoke, and Grayson started cursing under his breath.

 _"_ _Blake, all you had to do was not do anything stupid. Why do I have the feeling that is exactly what you did?"_

* * *

Meanwhile, at the docks, the battle between Blake and Roman Torchwick continued. Blake was lying on the ground, with Roman standing feet away from her. He raised his cane, ready to launch an explosive at her. He pulled the trigger, but before the dust explosive could reach her, Blake rolled forward and got back onto her feet.

Roman fired several more shots at her, but she was too agile for him. She dodged and flipped, avoiding each of them. However, after she had landed from doing another backflip, and explosion hit the ground right in front of her. She jumped and used her semblance to avoid taking the brunt of the damage, before running behind several large shipping crates that contained dust from the Schnee Dust Company.

The orange-haired criminal stopped firing shots off before walking towards where Blake was hiding. "Here kitty, kitty, kitt-!" a banana peel fell on his face from above, cutting him off. He anrigly threw the banana peel away, just before the monkey-tailed Faunus from before descended down on him and kicked him in the face, knocking him back a couple of feet.

"Leave her alone." Sun told him.

Soon after, a bullhead hovered above him and Roman, and the cargo hold doors opened, revealing several members of the White Fang outfitted with swords and guns. Each of them jumped out of the ship, landing around Roman.

Roman smirked at Sun. "You are not the brightest banana in the bunch, are ya', kid?"

The White Fang converged on Sun, surrounding him. However, Sun ducked and dodged each and every one of their attacks, knocking out several of the grunts with his fists alone. He kicked another grunt in the face before ducking underneath the sword of another. Afterwards, he kicked the man with the sword in the face before rolling across the ground and pulling something out of the back of his pocket.

What he grabbed elongated into a staff that he used to pummel the remaining White Fang members with. Once there were only a couple of them left, he slammed it into the ground, creating a small shockwave that knocked the other over. He then began to spin around on the ground with his staff, imitating what looks like breakdancing.

One of the grunts managed to recover and attempted to attack him from behind, but Sun flipped into the air, hitting him in the head with his staff before kicking him over to where Roman was standing. Roman had to duck to avoid being hit in the head. Once the coast was clear, he launched another explosive at Sun, which the blonde-haired boy blocked by spinning his staff.

Soon after, Blake jumped over Sun and started to run towards Roman. "He's mine!" she yelled. She and Roman began to exchange blows with their respective weapons, all the while Blake was using her clones to appear and disappear quickly and attack him from behind. This kept up for a little while before Roman managed to finally get a hit in, which resulted in him gaining some momentum and causing Blake to get knocked back.

Sun rejoined the fight, shifting his staff into two pairs of nunchucks as he blocked Roman's swings with his cane. Sun kept advancing on Roman, shooting bullets from the ends of his nunchucks. With the insane speed that he was swinging and shooting, all Roman was able to do was block. Soon enough, Roman was overwhelmed, and he was left open for an attack. Blake jumped forward and struck him with her sword, sending him sliding across the ground.

When Roman stood back up, he noticed a large dust crate being held up by a crane. It was right above Sun and Blake's heads. He shot an explosive at the top of the crane, causing it to release the crate of dust on top of them.

Blake jumped back while Sun rolled forward as the crate of dust fell where they were previously standing. Though, now Sun finds himself right in front of Roman, who is pointing his cane at him.

Before he could shoot Sun; however, someone yelled from on top of a building, causing everyone to look in that direction. Ruby appeared on the top of a nearby roof, her scythe at the ready.

Roman recognized her from one of his previous dust heists. "Oh hello, Red. Isn't it past your bed time?" he taunted.

From behind Ruby, a ginger-haired girl wearing a grey shirt and skirt, and black leggings walked up behind Ruby. "Ruby are these people your friends?" she asked.

"Penny, stay back." the black and red-haired girl warned. She had turned her back, which resulted in Roman firing at her. However, just before the explosive reached her, a gray blur pushed her out of the way. Moments later, the explosive that would've hit Ruby was sliced in half and exploded in mid-air.

Once the smoke had cleared, it revealed Grayson standing on the edge of the roof in front of Ruby with his sword drawn. Sun and the girl called Penny were confused as to who the new arrival was, but Blake and Ruby knew perfectly well who had just come to help.

"Professor Canis?" Ruby said, looking up at him in confusion.

"Jenny and I were patrolling the city, when we saw smoke coming from the docks. We figured that we'd come and see what was going on." he said, answering her unspoken question.

Blake looked up at Grayson, who is now looking down at her. She can tell that he had a couple of things to say to her when this was over with, but that will have to wait until they take care of Roman and the others.

"Wait. Didn't you say that Ms. Realight was with you? Where is she, then?" Ruby asked.

Before Grayson could answer, Jenny appeared in front of Roman dawning her Crescent Rose Takeover. She caught him by surprise, so she was able to hit him in the face before he could even react.

Roman stumbled back a couple of feet, before glaring at the woman who had just punched him. "Just great. The last thing I needed were two huntsmen to deal with."

Jenny smirked at him. "I'd suggest surrendering, if I were you. I know that I might not look like much, but I can pack a pretty mean punch, if I do say so myself."

Roman scoffed as one of his bullheads landed behind him. "It looks like I might actually need their help after all." he muttered underneath his breath, though Jenny was still able to hear him.

"What are you talking abou-?!" She had no choice but to jump back when a purple projectile came flying towards her. She did a couple of backflips to distance herself from the attack, but it kept coming. Finally, she sliced at it with one of the blades on her wrists, making it separate and hit the ground behind her.

Soon after she had dealt with that attack, an orange and red blur came rushing out of the same bullhead, heading straight for Jenny. However, before it could reach her, Grayson jumped in front of her in time to block the spiky sword wielded by Orochi.

When the two of them clashed swords, her fierce red eyes met his angry blue eyes. The orange-haired girl has a big, malicious grin on her face.

"Finally. I've been waiting for the time that the two of us would clash like this." she said excitedly as she tried pushing Grayson back.

The gray-haired faunus growled back at her as he struggled to overpower her. It is clear to him that she is a well-trained and powerful swordswoman. "Who the hell are you?" he asked, not really interested in small talk at the moment.

Once the two of them realized that they were at a stalemate, they both back up, allowing the other to size each other up. As Grayson studied his new opponent, it didn't take long for him to notice the golden crown symbol on her stomach.

 _"_ _So, I guess my vision was correct. Though, I don't think that she was the one to mess with those Grimm in the forest."_ Grayson thought.

Still grinning, Orochi was the first one to speak. "I guess that I'll give you the curtesy. My name is Orochi Orenji. I am already aware of who you are, and I must say, that I am looking forward to this fight." she said, licking her lips a little in excitement.

"Do I look like I give a shit?" Grayson asked, keeping his eyes focused on her. "Why are you here, other than to irritate me?"

His aggression made her chuckle. "I like your attitude. Anyways, we are simply here to provide backup to our allies."

Right away, he could tell that she was lying. There was definitely more to it than that. Although, something else that she said caught his attention. "What do you mean by 'we?'" he asked.

Soon enough, Riza walked out of the same bullhead that Orochi did, her magic staff in hand. She continued to walk until she was standing next to Orochi, and across from Jenny.

"I'm not going to let you have all of the fun, Orochi. We already agreed. I'll take the bimbo, while you take the swordsman." she said with a playful grin.

Jenny smirked in response. "You're just jealous that I actually have a chest." she said, noticing the younger girl's rather flat chest.

Riza's eye twitched from the insult, making Jenny's smirk widen. "Well, not everyone can have a model's body!" she said angrily.

Although, after hearing her say that, it was clear to both Jenny and Grayson that these two are from Earthland. Otherwise, how would she have known about her being a model? Sure, Jenny does have the body of one, but the only people that should know about that are Grayson, Ozpin, Glynda, and Stella. Also, she has the same symbol underneath her eye, so it shows that these two in front of them must be a part of some sort of guild.

Roman chuckled as he got in the bullhead and prepared to leave. "Man, even my own subordinates keep getting weirder and weirder."

Roman managed to escape. However, while the others were focused on Orochi and Riza, Penny had taken down the other bullheads, so Roman only managed to escape with one of them.

"Now that the idiot has left, how about we get to the real fun?" Orochi suggested with a big grin.

* * *

 **A/N: I apologize for such a long wait, but after I updated my other story, I had a couple of computer issues. I won't go too into detail with them, but I was without Microsoft Word for nearly a week, which is what I use to write. Though, it has finally been fixed, so I was able to finally get this chapter finished and updated!** **I know that this chapter wasn't very action heavy, but it was leading up to the next chapter, which will have much more action.**

 **On a side note, I put up another poll on my profile. So, if you guys have the time, I ask that you please check it out and let me know what you think.**

 **Anyways, with all of that said and done, review if you enjoyed. I'm tired and still have a bunch of stuff to do before sleeping, so just have a good night. I don't feel like prolonging this any longer than that. See you in the next chapter!**


	10. Chapter 10

Sparks fly in the dark of night as sword clashes against sword. The two experienced swordsmen are going head-to-head against each other at a speed that makes it very difficult to see exactly what is happening from another perspective.

Orochi made a wild horizontal slash at Grayson's body, only for him to jump over the sword and her altogether. From this new angle, he gripped Umbra tight with both hands and took a swing at her back. However, a slight gasp of surprise left his lips when his sword was blocked, with Orochi still facing the other direction.

A satisfied and smug grin formed on Orochi's face from her opponent's shock. "Impressed, aren't you?" she asked before pushing him back and spinning around to face him once more. With one hand, she swung her sword down on him, which he deftly avoided by hopping to the side. He quickly tried for another slash on her side, but that was blocked as well. "I'll admit, you are quite impressive yourself. I just hope that you don't drop so quickly."

Grayson jumped back to gain some distance, in which he just barely avoided being sliced along the chest by the jagged blade. Once he was sure that he was a good enough distance away, he got into a defensive stance as he analyzed his opponent.

 _"_ _Well, this is unfortunate. Not only is she fast and strong, but her movements are extremely precise and expertly timed. Either she is being influenced by her magic, or she is one hell of a swordswoman."_ he thought.

* * *

Not far from where the two of them are having their battle, Jenny and Riza are also having a go at each other. Much like Grayson, Jenny isn't having the easiest time.

Jenny is currently in her Crescent Rose takeover, giving her a slight boost in speed, as well as a power boost. Though, despite all of her attempts to land a hit on the violet-haired girl, she is so far without any luck. Any time that Jenny thinks that she has gotten a good hit in, the girl always managed to dodge or block with her staff at the last possible second.

"This would be a whole lot easier if you would just stop moving around so much!" Jenny exclaimed in frustration, transforming her right arm into a rifle, much like Ruby's. She fired several shots, all of which were blocked and knocked to the side by the cackling woman's staff.

The violet-haired woman brushed some of the hair out of her eye as she grinned at the buxom blonde. "Oh, and ruin all the fun that we are having right now? I wouldn't want to do that. Wouldn't you agree?" she asked. Though, instead of a verbal response, she was answered by another round of bullets.

Riza quickly performed several backflips to avoid the barrage of bullets, ultimately leading her to a nearby cargo crate. Once she was close enough, she launched herself into the air before landing on top of the crate, one leg in front of the other. She rested the base of her staff on the cargo crate as she leered down at the model with a dull glare.

"Well, that wasn't nice at all. I was only trying to have a bit of fun before having to ruin it so quickly." she said with a fake pout, puffing out her cheeks a little.

"You consider trying to kill me 'fun?' Well, I apologize if I don't exactly share your opinion on the definition of fun." Jenny responded.

Riza shrugged her shoulders in response. "It's all good. Though, if you are going to try to hit me with those pathetic bullets of yours, then I guess that I'll just have to return the favor." She then raised her staff, glowing a radiant purple as she focused her magic power into it.

"Let's see how you enjoy these!" she exclaimed, waving her staff forward and generating several bolts of magic power that struck all around Jenny.

The blonde ducked and rolled, avoiding the pure magic energy that threatened to zap her at any second. Soon enough, the bolts had dissipated. However, they were soon replaced by several magical missiles that were heading straight towards her.

Reverting her arm back to its bladed form, Jenny dashed forward as she sliced each of the missiles in half. The remnants of the missiles separated and hit the ground behind her, resulting in several magnificent, dazzling purple explosions. Seeing as though the last time she used those missiles, they would just follow Jenny, she decided that her best option would be to dispose of them as quickly as possible.

Jenny then leaped into the air, setting her sights on the dark mage. "It'll take a lot more than a couple of lousy fireworks to get rid of me!" she said, bringing her fist down.

Riza jumped away, causing Jenny's fist to drive into the top of the shipping crate and forming a decent sized dent. While Jenny was still hovering in mid-air, she did a spin kick aiming for the other woman's face. She made contact, but it was with the staff instead.

Riza went sliding back, nearly falling off the side of the crate, but still managed to keep herself balanced. "Well, I'd hope for that to be the case. Otherwise, you have no place calling yourself one of Blue Pegasus' strongest." she taunted.

Jenny smirked. "You wanna see strong? I'll show you strong." she said, her body glowing in a bright white light.

The violet-haired woman raised a brow at this. "A new takeover, I'm guessing. Well, it better be impressive, otherwise I might be tempted to just end things here."

The glowing continued for several more moments, until the energy died down a bit, revealing Jenny in her new transformation. Though, it more or less looks as though she covered her body in armor, provocatively, of course.

Her hair is loose in the back, resembling Yang's hairstyle a bit more. She is wearing a golden chest plate with Yang's signature emblem over the right breast, revealing a fair amount of her impressive cleavage and the curves of her stomach. The chest plate is lined with black, with similar patterned gauntlets covering her arms, and similar plating covering her legs minus parts of her upper thighs. The transformation is then complete with a pair of golden heels.

From where the students were watching, they each had their own distinct reactions. Although, an overall consensus was met: she is smoking hot.

Sun stared at her with a large blush forming on his face, with a nose bleed threatening to occur. "Wow. And I thought her last form was hot. This one takes the cake for sure."

"You do realize that she is like, ten years older than you?" Blake asked with a slight sweat-drop.

"A guy can dream, can't he?"

"She is quite beautiful. Isn't she, friend Ruby?" Penny asked her hooded friend innocently. However, she then took notice of the stars in her friend's eyes.

"Her semblance is so cool! Why couldn't I have a semblance like that?" Ruby said as if she were in some sort of a trance.

Penny then looked back at the four that were fighting with an inquisitive glance. She can't tell what, but something about the four of them seems off. She can sense their aura, but strangely enough, it's as though what they are fighting with right now isn't aura. Whatever it is, she is going to have to inform the general of it later.

Riza looked at Jenny, now in her Ember Celica takeover. The grin on her face says that she isn't disappointed. "Nice. I guess that this world's technology is well-suited for your abilities." she said before raising her staff into the air. "Perhaps it is about time that I call for a little backup from my…pets." she said as her staff began to glow.

At first, nothing happened. However, moments later, screeching could be heard from the distance, slowly coming closer. Then, soon after, several Nevermore appeared in the horizon.

"I apologize if they aren't as fun as the ones that I let you play with before. After you killed my last creations, I needed to make sure the same thing wouldn't happen again. So, until they are ready, you'll just have to play with these."

 _"_ _So, it was her controlling the Grimm in the forest."_ Jenny thought as she glared at the incoming monsters.

She didn't say a word to the woman controlling them, opting to deal with the unexpected backup. Spreading her arms out, the gauntlets on her arms opened up a bit, revealing two small cannons. Mirroring her student, Jenny jumped into the air, propelling herself forward with several powerful blasts of kinetic energy.

Jenny soared through the air, flying directly towards one of the Nevermore. It opened its mouth to let out another loud screech; however, it was quickly shut back closed when Jenny used its head as a platform.

Standing on top of it, she cocked her fist back before bringing it down as hard as she could onto its head. Simultaneously, she fired off another blast from her gauntlet, cracking and nearly destroying the mask on the Grimm's head before sending it crashing into the nearby ocean.

She leaped off the Nevermore's body before it began to fall, creating momentum by shooting several shots behind her in order to reach the next Nevermore. This one went down nearly as quick as the last one. However, there is close to a dozen more of them.

 _"_ _Once I deal with these, I'm gonna deck that woman right in the face._ " she thought in annoyance before continuing to fight off the aerial Grimm.

* * *

Back with Grayson and Orochi, things still haven't changed all that much. Neither of them have broken much of a sweat, and they've managed to land a couple of hits on each other, though both of their auras protected them from taking any damage. At this point, Grayson is beginning to get a little irritated.

Every time that he thinks he managed to get one over on her, she proves him wrong and manages to block his strikes even when she isn't even looking at his sword. It is almost as if she is able to predict his movements before he makes them.

After another clash that ended as a stalemate, the two of them distanced themselves from each other. The orange-haired girl smirked at him.

"You've got quite a bit of stamina. Not many people have been able to keep up with me for this long." she complimented.

"I guess that going for a run every morning helps with that." Grayson replied jokingly.

Orochi's grin only widened. "Maybe so. Though, I think it is about time that I kick things up a notch."

Before Grayson could reply, he was shocked when Orochi's blade extended towards him, acting almost as if it was a whip. It moved in a snake-like pattern, making it a bit hard to predict.

Grayson blocked the initial strike as he moved back. However, any time that he would move, Orochi would adjust her grip on the handle, causing the blade to change direction and follow him.

 _"_ _What the hell is with this sword?!"_ he thought as he continued to dodge and block.

Orochi began to laugh at the situation Grayson found himself in. "That is the strength of the cursed blade, Sword Eater. In a battle between swordsmen, the one that has control over the distance has the advantage. No swordsman has ever been able to avoid Sword Eater's clutches once they were in its sight!"

No matter how many times Grayson would dodge or where he ran, the sword would continue to follow him like it had a mind of its own. He noticed it coming in for another strike high up, and so he brought Umbra up in front of his face to block. However, in response, Sword Eater switched direction and swooped down instead. It snaked its way around Grayson's waist, coiling around him like a snake would wrap itself around its prey.

The blade had tightened itself around him, making him let out a small grunt of pain. Then, suddenly, he felt his feet leave the ground as he was hoisted into the air by the cursed weapon. He tried to pry himself free of its grip, but he had no luck. It was coiled far too tight for him to pry it free with his hands, not to mention that the jagged edges of the blade are digging into his skin. His aura is protecting him for now, but the longer he stays trapped like this, his aura will keep slowly depleting.

Orochi gave a toothy smirk and licked her lips in anticipation as she watched her prey struggle in Sword Eater's binding hold. "Now, how about we go for a little trip!" she said, pulling back on Sword Eater, bringing Grayson back with it.

The orange-haired woman then swung her blade back, tossing Grayson towards one of the shipping containers behind her. Once he was far enough, the blade unwrapped itself from around his waist, sending him flying into and through the shipping container with a loud crash.

Sword Eater's blade slowly returned to its normal form, which Orochi then rested on top of her shoulder. She was hoping that he would've put up a bit of a better fight then that, but then she also supposed that he had managed to last longer than most people would've.

"I'm disappointed that you were taken down so easily, but I guess that dogs are usually more bark than they are bite." she said to no one in particular.

Though, as she was preparing to go and help her partner, a shadowy tendril shot out from the darkness of the shipping crate heading right towards her. Quickly, she turned back around and brought her sword up to block. Almost as soon as she managed to block that one, another tendril shot out at her, which she managed to block, as well.

Soon after, Grayson came running out of the shipping container with his sword at the ready. Even though he dispatched those two tendrils, they are still attached to his own shadow. So, as long as they are still connected to him, he can still move freely.

When she saw him coming once more, she quickly pushed back the tendrils keeping her busy and sliced them in half. The parts that were cut off disappeared into nothingness, whereas the other bits simply retreated back to Grayson's shadow.

"I remember, now. You used those shadows to defeat the Cerberus back in the forest." she said with an excited tone. "I guess that I underestimated you a bit. Now, show me what you've really got!" she exclaimed, dashing into the fray to meet him halfway.

Once again, the two clashed against each other, feral blue eyes meeting enthusiastic red ones. However, just as quick as the two swords collided, Sword Eater has already changed position and was about to strike Grayson in the stomach.

Since he wasn't able to move his sword to block it in time, he produced a tendril in front of where the sword was going to make contact. Unfortunately, the lone tendril wasn't strong enough to stop the slash, which resulted in Grayson receiving a quick and powerful blow to his lower abdomen.

He gritted his teeth and glared at her as he slid several feet back. "Crap. She is still too fast for me to counter. I'm going to have to try something else." he thought in a panic.

Orochi charged towards him once more, ready to barrage him with another series of quick strikes. When she noticed that Grayson had then closed his eyes, her smirk widened. "You better not be giving up so soon! I'm having too much fun for this to end already!"

Just before she reached him, Grayson then opened his eyes, which are now slightly glowing.

" **Profound Vision!** "

Very quickly, everything within Grayson's line of sight began to turn black and white, and everything appeared to slow down. However, that is not the case. If one were to look closely enough, one could see his eyes moving at an incredible speed, taking in as many of the finer details and movements as he could.

He looked closer with his enhanced vision, and his eyes widened from shock at what he saw.

"What is- ?!" Before he could finish, he was forced to block several aggressive slashes from Orochi.

He jumped back, sending off several tendrils to attempt and distract her. However, within moments, they were shredded apart, and she was right back on his trail.

However, instead of remaining on the defense, he decided to go on the offensive in order to test a theory that he just came up with.

He charged towards her, which she attempted to stop by extending Sword Eater and sending it after him. Grayson blocked it and pushed the blade towards the side as he ran along the length of the long blade. It tried coming back around and getting him from behind, but instead he slid underneath the blade before leaping forward and attempting to land a hit on her abdomen.

Like he expected, she retracted the blade so that she could block. However, when she did so, it also revealed her hidden ability to his eyes.

She went to block, but even as she was blocking, it looked as though she had another arm that was already preparing to strike as soon as she was done blocking. However, he doubts that it is another actual arm, otherwise she could've been blocking and attacking him at the same time. This also explains why it is so hard for him to keep up with her movements, even when he is using his Profound Vision.

A small smirk formed on his face. "I think that I've finally figured it out." he said, catching his opponent off-guard and keeping her distracted for a moment. This allowed him to get a quick hit in before dodging her next attack.

After this, the two of them had a bit of a stare down.

Orochi arched a brow at him. "Figured what out?" she asked.

"The other ability that you've been hiding this entire fight." he responded. So far, the only thing that she has appeared to use was her cursed sword. However, he assumed that wasn't all that she had in store. After all, you should never assume that your opponent has used up all of their tricks, otherwise they might end up surprising you.

After hearing this, Orochi grinned slightly. "Oh, really? And what do you propose that this hidden ability of mine is?" she asked curiously.

"Well, given how quickly you have been able to counter any and all of my attacks, I just assumed that you were pretty quick." Grayson replied. Though, he wasn't finished yet. "However, with these eyes of mine, I was able to see past just the surface. It is almost as if you are striking twice at the same time. My first thought was it being an illusion, but that isn't the case. I think that the real answer is your reaction time." he explained.

Orochi stayed silent for a moment and had an unreadable face. Soon after, she burst out into hearty laughter with a big grin on her face.

"Man, you really are full of surprises. First you are able to keep up with Sword Eater, and then you figure out what so many past challengers couldn't." she said wondrously.

"I'm no math expert, but I think that my calculations are correct." Grayson started. Math definitely isn't his forte, but he is pretty confident about this. "Most people have a reaction time of 0.3 seconds, which can improve even further through training. Although, with your special ability, you seem to have a reaction time of 0.05, which is almost unheard of. In the time it takes me to make one move, you can make two or maybe even three."

A snicker escaped Orochi's mouth. "I'll admit, I am impressed that you managed to figure that out. You're smarter than you look." she commented. Though, her grin soon turned malicious as she leapt into action once more. "Don't think that just because you figured that out that you'll be able to win!"

"That may be so, but at least it's a start!" Grayson growled with his sword at the ready.

Like she said, discovering her unique ability doesn't guarantee a win. He knows about and can see her simultaneous attacks, but that doesn't mean that he is fast enough to block them.

Grayson went into overdrive, focusing primarily on blocking her strikes. Plus, just to prove her point even further, Orochi began to pick up her pace a bit. Now, instead of having to block what seems like two swords at the same time, it became three, and the speed of her swings increased as well.

Even with Grayson's Profound Vision, he is just barely able to keep up. Not to mention that he is beginning to grow very tired. They have been going at it for over fifteen minutes at this point, and constantly blocking and trying to avoid her cursed blade are beginning to take a toll on him.

The wolf Faunus isn't visibly panicking, but he is beginning to grow a little nervous. It has been a while since he has faced a single opponent that could push him this far. Perhaps he really has gotten rusty, or maybe this just goes to show that these new enemies aren't to be taken lightly.

 _"_ _This is ridiculous!"_ he mentally shouted. _"She is forcing me into defense with her flurry of attacks. If I let up even a little bit, then she'll take advantage of that. Those reflexes of hers have got to have some sort of weakness."_

He continued to block her attacks, suffering a couple of scrapes here and there. However, the longer that this went on, Grayson began to notice a difference in Orochi's attack pattern.

The longer that she attacks multiple times in an instant, the more stamina she uses up. Since her ability relies heavily on her physical condition, then it would make sense that she would tire more easily the more she uses it. At first, it wasn't making a huge difference. However, now it is becoming more and more clear that she is pushing herself a little.

Not only is she sweating more and breathing heavily as she attacks him, but her attacks are beginning to slow down. Though, he isn't looking much better. He used most of his energy simply trying to deflect her attacks.

However, if she continues at this rate, then all he needs to do is hold out for a little while longer. If he can somehow outlast her when it comes to stamina, then she will crash.

He blocked another slash aimed for his head, quickly followed by one aimed for his left shoulder and then for his abdomen. Meanwhile, the entire time he is blocking, Orochi is slowly pushing him closer and closer towards the edge of the docks. Much further, and he'll run out of places to go.

"How are you feeling now, huh?! Does having that extra bit of knowledge make you feel any more confident than before?!" Orochi asked as she continued her relentless barrage of attacks.

An irritated frown appeared on Grayson's concentrated face. "Possibly. Though, I could definitely do without hearing your irritating voice every other minute!" he retorted.

"It's probably better than staring at your ugly mug for so long." Orochi countered.

"Maybe, but you aren't looking so hot yourself." he said in between blocking. "I think that magic of yours might not be all it cracks out to be."

Orochi smirked wildly. "Who ever said anything about it being magic? I was born with this unique trait. I've spent my entire life honing it to this point. Your magic is nothing compared to my natural skill."

They continued going back and forth for a moment, and soon enough, they were nearing the edge of the docks. Though, instead of worrying, Grayson came up with a plan that may or not work.

Once they were close enough to the ocean, Grayson gave her his own smirk. "On the surface, that may be so. However…" Just as her next attacks were about to hit, Grayson let himself fall back, narrowly escaping the jagged blade. The momentum from her attacks caused her to keep going, until she was struggling to keep her balance and not fall of the side.

Grayson, on the other hand, caught the ledge on his way down. While she was busy trying to keep herself from falling into the deep ocean, he quickly pulled himself up back onto the docks. He then charged at Orochi from behind, causing her to turn around in attempt to block.

However, the force from his attack was enough to knock of off balance, sending her falling into the ocean.

As she was falling, Orochi swung Sword Eater in its extended form, having it attach into the side of a shipping crate. Once she did, she had come to an immediate stop as she was just dangling above the water.

"Tch. That was a cheap trick." she said as she reeled herself back in using Sword Eater.

Grayson watched as she dragged herself back onto the dock, preparing for yet another attack. He was right to do so, because as soon as she was back on the dock, she ran at him at full speed with the intention of cutting right through him.

Although, just before she reached him, Grayson created a wall of shadowy tendrils. By themselves, his tendrils aren't strong enough to absorb a hit from Sword Eater. However, when they are combined together, they can withstand much more of an impact.

Orochi was about to attack the wall again. Though, before she could, another tendril sneaked around the wall and attached itself to the arm holding Sword Eater. She tried to break free of its grip but Grayson simply tightened its hold on her wrist, tightening until she finally couldn't help but release her grip on the cursed blade.

The orange-haired swordswoman's eyes widened out of shock, her mouth gaping open as she watched Sword Eater fall on the ground. Images began to flash through her mind, filling her with an anger and feeling of despair that she hasn't felt in years.

She saw a brief image of a younger version of herself kneeling in front of a bloody corpse. Sword Eater was stuck in the older man's cold, lifeless hands.

"I wouldn't complain so much about cheap shots if I were you. After all, a lot of people would think the same of that special ability of yours." Grayson said, not realizing the change in demeanor of his opponent.

"…Sensei." The words slipped quietly out of Orochi's mouth, barely being picked up by Grayson's ears.

"Huh?" he asked, looking at her with a raised brow. "Sensei? What the hell are you talking about?"

When Orochi looked away from her most precious possession and towards Grayson, the pure amount of rage in her eyes surprised him. Throughout their fight, she has been excited, enjoying the exhilarating fight. However, now it is as if some sort of switch has been flipped, completely changing her personality.

Orochi's fists clenched tight, nearly tight enough to draw blood. The arm currently caught in Grayson's shadows began to pull back slowly. The tendril was restricting the movement a bit, but she was still managing to move it through her anger.

"How dare you treat his sword like that!" she yelled angrily. "I won't let you tarnish his greatest pride!"

Suddenly, Grayson sensed a large spike in magic power coming from Orochi as her body began to glow orange. With the insane amount of power coursing through her body, she flexed her arm, causing the shadow binding it to tear in half before dissipating.

Before Grayson could do anything else, Orochi appeared right in front of him and punched him in the gut. Grayson let out a loud gasp of pain as he was sent flying across the docks into another shipping crate.

It took him a moment to stand back up, but once he did, Orochi had already managed to reach him once more.

Grayson's eyes widened in shock from her newfound speed. "So fast." was all he could think before Orochi was bringing her fist down upon him again.

Not wanting to lose anymore of his aura, Grayson jumped out of the way. Orochi's fist drove into the ground, creating a fairly massive crater.

 _"_ _So, she doesn't prioritize in any specific type of magic. Instead, she focuses her magic power into her muscles in order to make herself stronger and faster."_ he thought. He then let out an audible sigh when he saw her turn back around to face him. "Why does this have to be such a pain?" he asked himself.

* * *

Still watching from the sidelines, the students are beginning to get worried. Considering that Grayson and Jenny are having trouble with them, it is fair to assume that they would just end up getting in the way. Though, just sitting their and watching this is a bit hard for them to stomach.

"I don't know, guys. Maybe we should try and help them." Ruby suggested with a frown adorning her face. "It looks like they might be in some trouble."

"I wouldn't be opposed. After all, I am combat ready!" Penny said with a small salute.

Sun nodded in agreement. "Yeah. They helped us out earlier with the White Fang. The least we could do is try and help them out."

Although, Blake isn't entirely on board with that plan, which her cloak-waring leader took notice of.

"Is something wrong, Blake?" Ruby asked.

Blakes eyes were focused on Grayson's fight with Orochi. After seeing the woman's sword extend like a snake, and just how fast and strong she is, she began to doubt if any of them would stand a chance against her if they tried to help. As for Jenny, she seems to be handling herself alright for the time being, and they also don't know much about what the purple-haired woman is capable of.

"I don't think it would be wise to step in, at least not yet." she stated.

Sun looked at her, confused. "Why not? You were willing to go up against Roman and the White Fang, and I would consider them to be pretty dangerous."

"Yes, but obviously, these two are on a whole different level than grunts of the White Fang." Blake cleared up. "I want to help them, but they are having enough trouble as it is. If we stepped in now, we could prove to be liabilities to them."

"So, you are suggesting that we wait for the right moment to get involved?" Ruby assumed.

Blake nodded in confirmation. "After all, Grayson is still an experienced huntsman, and Ms. Realight isn't weak. Plus, after seeing all the smoke, the police should be on their way here. The smart thing to do would be to wait until we are needed." she explained.

Though Ruby wasn't very happy with this plan, she does agree that it makes logical sense. For all they now, they could end up being used as hostages, or they could just be completely outclassed by these two unknown fighters.

"Alright." she agreed with a disappointed sigh. "We'll wait until it looks like they could definitely use our help."

Sun nodded in understanding. "Yeah. I want to help, but I'll admit that I'd rather not get in between any of them. I doubt that it would feel very good." he said with a slight grimace.

Looking back towards Grayson's fight with Orochi, she stood by what she said. However, she can't help but feel guilty. After all, had she not decided to come check the place out, then perhaps he wouldn't have to worry about fighting those people.

 _"_ _Please, just be alright."_ she thought.

* * *

Another Nevermore went crashing to the ground with a gaping, steaming hole in its back, curtesy of Jenny. The blonde Takeover mage propelled herself higher into the air with the last blast. However, another Nevermore quickly flew in front of her.

The Nevermore flapped its wings, sending a barrage of black feathers down at the model.

Jenny attempted to dodge them by redirecting herself midair with blasts from her gauntlets. Though, with the number of feathers that were sent her way, it was nearly impossible to avoid getting hit by all of them. This resulted in Jenny getting hit by several of the large, sharp feathers, sending her propelling back down towards the docks.

As she was falling, yet another Nevermore swooped in and rammed into the side of her, knocking her hard into the ground.

Jenny stood back up, rubbing the back of her aching head. "Man, those things hit harder than one would expect." she said to herself.

A loud screech alerted her back to the presence, causing her to roll along the ground, just barely escaping being caught in another barrage of feathers. Jenny looked up, surveying just how many of these she has taken down so far. By the looks of it, there seem to only be three more.

A grin formed on her face. "Alright. Time to clean the rest of these up."

She punched with her right arm, sending an explosive flying right into one of the Nevermore's face. The giant Grimm recoiled a bit from the blast, its vision obscured by a thick cloud of smoke. However, before it could fully regain its vision, there was a blur of yellow, and then the Grimm's body fell to the ground before decaying.

While still in the air, Jenny looked on each side of her and saw the final two Nevermore coming at her from both sides. Waiting until they were almost on top of her, she launched a couple of shots underneath her to launch herself upwards. This resulted in the two Nevermore crashing into each other, instead.

Smirking down at them, Jenny unleashed a volley of powerful explosions that engulfed the two black birds. Once the smoke cleared up, it revealed that one of them was dead. Whereas the other one was just barely clinging to its life.

Deciding to finish it off quickly, Jenny descended upon it with an outstretched leg. Her foot made contact with the mask on the Grimm's face, cracking it open and sending the Nevermore crashing down into the ocean.

A light rain of saltwater from the crash fell down on Jenny as she landed. She looked up at Orochi, who is still on top of one of the shipping crates. The violet-haired woman's eyes are wide, and her mouth his agape from the shock of watching Jenny take down all of the Grimm she had collected.

"H-how did you take all of them down so quickly?" she asked in shock.

Jenny smirked at the woman's question. "Easy. You rely on mindless creatures to do your dirty work for you." she responded, brushing a few strands of hair out of her face. "I may have a body that makes the other women jealous, but I am more than capable of holding my own in a fight."

Riza was about to make a rebuttal; however, she didn't get the chance because Jenny was already separating the gap between them.

Launching herself forward using her gauntlets, Jenny decked Riza as hard as she possibly could in the face, sending her flying yards away until she crashed into the ground.

Jenny landed where Riza was previously standing, cracking her fist with a bright grin on her face. "I've been wanting to do that since the Emerald Forest." she happily said.

Back where Riza landed, she rose from the small crater, glaring daggers at the woman who punched her. Although, soon enough, her annoyed frown began to change into a twisted grin.

"No matter. Perhaps she'll learn not to mess with me when I've got her bent under my thumb." she laughed.

When Jenny followed to where the violet-haired woman was, she had deactivated her transformation and laid a hand on her hip. "Do you give up now?" she asked. "I'd like to get back home for my beauty sleep sooner rather than later."

Riza's response was an amused chuckle. "Oh. You don't need to worry about that." she said, planting the base of her staff firmly on the ground. Then, in sync, both her staff and her eyes began to glow an ominous purple.

Jenny took a brief step back, not liking the look of Riza was doing.

Riza then looked Jenny directly in the eyes, which made a shiver go down the blonde-haired woman's spine. "You won't have the chance to worry, soon enough."

" **Soul Marionette.** "

Before Jenny could even react, her body went limp and she fell to her knees. For a moment, it looked almost as though she had gone completely unconscious. However, that wasn't the case. Riza snapped her fingers, and Jenny head snapped up.

"I'll admit, it is much easier to control something without a soul. Though, I think that wasting the extra magic power will be worth it in the end." Riza smirked, seeing the now glowing purple eyes of Jenny.

* * *

Grayson dodged another fist aimed for his face. He tried swinging Umbra at her, though using her quick reflexes she managed to move out of the way in time. Grayson then dispatched several tendrils, in the hopes of restraining the now insane swordswoman.

His hopes died, though, when Orochi expertly navigated her way throughout the shadowy maze. She ran until she had reached the end of the shadows, pulling back her fist to make another swing.

Grayson moved his sword to block, though at the last second, he noticed a slight change in her course with his Profound Vision. She had begun to lower herself a bit, aiming for his stomach instead of for his chest.

The wolf Faunus attempted to create another tendril to wrap around her arm. Just as the shadow began to sneak its way towards her, it was to late, because she had already reached him and decked him in the stomach, sending him skidding back across the docks.

His feet created skid marks as he slid back, stopping yards away from the edge of the docks.

He looked up, and he saw the pure anger surging through her. She was powerful before, though having lost her sword, her anger clouded her judgement and fueled her power. Grayson managed to get a good couple of hits in at first, because she began to act impulsively once her anger set in.

Still, even when she started acting carelessly, her power makes up for that and makes it that much for difficult for him to defeat her.

 _"_ _To think, she got this mad because I knocked that sword out of her hand."_ he thought, watching as the orange-haired woman went to pick up her fallen weapon. Though, among the anger, he also noticed a tinge of sadness on her face. _"She mentioned her sensei. That must've been his sword, if she cares so deeply for it."_

Orochi bent down, and with shaking hands, picked up the cursed blade. After holding it in her hands for a moment, her anger began to slowly fade, and her hands quit shaking.

With a mournful gaze, she frowned at the sword in her hands. _"I'm sorry, Sensei. I broke my promise. But I won't let it happen again."_

"I'm guessing that was your master's weapon." Grayson called out, breaking Orochi out of her thoughts.

She sent a heated glare at the wolf Faunus. If looks could kill, then Grayson would've been dead by this point. Though, he doesn't seem affected by it. It isn't like he's not used to giving people a similar look, himself.

"Even in death, he proudly held onto his weapon until the end." she said. "I vowed to never let it be knocked out of my hands, and I failed." she said with clenched fists.

Grayson nodded his head in understanding. To a certain extent, he shares the same sentiment. To a swordsman, their sword is like an extension to themselves. It isn't something that you'd want to lose. So, despite the fact that she is an enemy, he can at least respect her as a swordsman.

"I don't like you, but I can respect you." he said, which is something that he doesn't say very often. "How about we just finish this up, now? I'm tired, and I can tell that you aren't doing much better. We'll come at each other, no holds barred."

As much as she'd like to let out some more of her anger, he does make a good point. Neither of them will be able to keep going for very much longer. Perhaps it would be better if they settled this fight, here and now.

After a moment of thought, Orochi nodded her head with a very feint grin on her face. "Alright." she said, getting into a fighting stance. "We'll settle this with one final attack. You'd better prepare yourself, because I don't intend on holding back."

Grayson got into his fighting stance, holding his sword in front of him with both hands. "Trust me, I intend on doing the same."

Orochi gathered up whatever remained of her magic power and focused it into Sword Eater. The spiky sword began to glow a mixture of orange and purple before extending itself slightly. Orochi winded her arm back before swinging forward with all of her might.

" **Winding Snake: Killer Fangs!** "

Sword Eater shot out towards Grayson. However, soon enough, the one blade began to multiply, forming just over a dozen deadly blades, all of which speeding towards the wolf Faunus.

Grayson closed his eyes, taking a deep breath before reopening his eyes and charging forward. His Profound Vision is still active, which allows him to see the path that each of the blades will take. However, instead of trying to dodge them, he simply kept running straight, even though some of the blades nicked his arms, legs, and parts of his body.

Once he was about halfway there, he slightly tilted his sword down, increasing his speed and creating a cone of air around the tip of his sword. The faster that he went, the more the bigger that cone became. Unlike with his battle with Jenny, Grayson also channeled his magic power through his sword as well as his aura.

His magic, while still black, looks more like a darker shade of purple then black. He then pressed a button on the hilt of his sword, causing wind dust to channel through his blade, sharpening it and slightly increasing its range.

The closer he got, the more damage that he began to take from the copies of Sword Eater. Still, he remained on his set course, and he wasn't going to let anything deter him.

" **Secret Aura Blade: Piercing Claw!** "

He cut right through her aura, appearing on the other side of Orochi, taking a knee due to exhaustion. Moments later, a gash formed across Orochi's stomach as a small amount of blood dripped on the ground. Soon after, Orochi fell to the floor, unconscious from both exhaustion and blood loss.

Grayson has his fair share of cuts, with blood still leaking out of some of them. Although, he still managed to push himself back onto his feet, using his sword as a crutch to help him stand. After he caught his breath, he went over and kneeled beside Orochi, checking her pulse.

With a sigh of relief, he removed his fingers from her neck when he felt a pulse. Like he said, he didn't want to hold back. Though, he didn't have any intentions of killing her. That just isn't the kind of person he is.

After he checked her pulse, his gaze shifted towards her hand, and he saw that her grip remains tight around Sword Eater. Even when unconscious, she is determined to hold onto her teacher's treasure.

Even though they were enemies, a small grin formed on his face. He can tell that she still has some problems of her own to work through. Though, he hopes that one day, she will be able to move past her troubles and put herself back down the right path.

He turned away from her, intending on going to see how Jenny's fight was going. "Hopefully, she already took care of tha-!" he was interrupted when a armored fist struck him right in the gut, sending him flying back into a shipping crate.

Grayson coughed as he stood back up, clutching his aching stomach. "What the hell was that?" he asked no one in particular. Whatever it was, it was stronger than a punch from Orochi.

A laugh then cut across the docks, catching Grayson's attention.

"Well, it looks like my new toy decided to introduce herself." Riza said. Though, she then realized her mistake. "Oh. Wait, never mind. I meant to say _reintroduce_ herself, since I am pretty certain the two of you have already been acquainted." she corrected with a smirk.

Grayson arched a brow in confusion, only for his eyes to widen in shock once he realized who it was that had punched him.

He was expecting it to be Orochi's partner, but he wasn't expecting it to be Jenny clad in her Ember Celica Takeover. When he looked into her eyes, he noticed that they were glowing purple, just like the Grimm that attacked the students in the Emerald Forest.

This made him narrow his eyes in frustration. "What did you do to her?" he asked in a low growl.

This only made her chuckle even harder. "Well, I figured that I'd do her a bit of a favor. After all, blondes aren't very fond of thinking, so I made sure that she had nothing to think about. All she has to do is stand there and act as my puppet."

Grayson clenched the handle of his sword hard, making his knuckles turn white from the lack of blood circulation.

In his mind, there were a lot of things that Grayson would've liked to say. Though, two words in particular came out almost instinctively.

"Well shit."

* * *

 **A/N: I finally got this chapter out! I apologize for the wait. I've been working on the choreography for the two fights, and I have been having a bit of trouble. I had what I wanted to fight to turn out like in my mind, but even now, it didn't turn out like I was hoping. Though, I didn't want to waste another week trying to redo it all, so I just stuck with this. I think that it turned out alright, though I feel like I definitely could've done better.**

 **Anyways, with that out of the way, I hope that you enjoyed this chapter. If you did, please leave a review and tell me what you thought. Your opinions are very important to me! With that said and done, I hope that all of you have a wonderful day/night!**


	11. Chapter 11

Grayson and Jenny stand across from each other, with Grayson's blue eyes staring directly into her blank purple eyes. The fact that the violet-haired criminal took control over her body makes him mad enough. Though, it is the despondent look in her eyes that makes him even more furious.

This is something that Riza noticed rather quickly. Although, anyone would be tipped off to that fact after seeing the look on his face. If anything, it just made her that much more satisfied.

"My, my. Isn't that a wonderful expression you've got there." she said with a teasing smirk. "I guess that means that you are enjoying my little surprise."

Were Grayson not already extremely tired and low on aura, he would've charged straight at the conniving woman to give her hell. Though, considering the situation he is in, he wisely held himself from having an outburst and chose to continue glaring at her instead.

His lack of response only seemed to make her even happier. "Alright. If you don't feel like talking, the perhaps you'd rather get straight to the action." she said, waving her staff in front of her and causing Jenny to lunge forwards.

With his Profound Vision still activated, Grayson quickly tilted his head to the side, preventing him from getting hit by the blonde-woman's powerful punch. He then began to distance himself from her as much as he could, not wanting to pick a fight with Jenny.

However, Riza had other plans. She had Jenny continue to follow him, pushing him even further in order to force him to engage her. Just because she isn't the best in close-quarters combat, that doesn't mean that she can't just take control of someone who is.

Grayson blocked another punch with his sword before ducking underneath her other fist. He then got behind her and kicked the possessed Jenny in the back.

He had held back a lot in his kick, which resulted in her only going tumbling a couple of feet away. However, it was enough to keep her occupied for a couple seconds for him to go after Riza.

The violet-haired woman watched him advance towards her with a giddy smirk on her face. As soon as he was upon her, she deftly blocked his sword strike with the center of her staff.

"Look who is getting a little impatient." she said with a slight giggle. "Unfortunately for you, my "friend" isn't quite done with you yet."

Not long after that, he could sense someone coming up on him from behind. He quickly jumped into the air, and he watched the ground he was previously standing on get caught in a large explosions. Much to his misfortune, Riza had also dodged the attack in time.

As soon as Grayson had landed back on the ground, he was forced to block another powerful strike, causing him to release a pained grunt. Even though he blocked her attack, the amount of force behind her hits was enough to send a powerful shockwave throughout his body.

"Dammit, Jenny! I know that I've said you'd be the death of me before, but I never legitimately thought that it'd happen!" he said with frustration.

It is times like these that he would hope for Jenny to come out with her own irritating retort. Though, that didn't happen. Instead, Jenny remained absolutely silent, in a trance, as she continued to assault him. The sight itself is enough to piss Grayson off. This is not how Jenny is supposed to be, and he intends on setting things straight.

Though, that is much easier said than done. If he is going to want even the slightest chance of getting past Jenny and to Riza, he is going to have to fight her seriously. He doesn't like the thought of possibly hurting her, but as long as her aura is still up, it should be alright.

Baring that though in mind, he added a bit more force into his swings, which began to push Jenny back a little. After being pushed back, Jenny launched several shots at Grayson, which he then sidestepped to avoid.

Jenny took a slice to the stomach, though she didn't even make an attempt to dodge it. Instead, she took it straight on, sliding back a couple of feet. As she was about to go for a counter attack, she found herself restrained by several of Grayson's tendrils.

Grayson moved her out of the way, holding her high up in the air. He then sent another one of his tendrils out towards Riza. Logically, he shouldn't have to fight Jenny. If he can take down Riza, then Jenny should hopefully revert back to normal. So, while he has her occupied, he is going to go after the caster.

However, given the amount of ground his shadow had to cover, Riza had plenty of time to avoid the attack. The tendril snaked its way towards her, but she was able to easily avoid the slow attack.

Grayson grimaced as he watched Riza evade his shadow. He knew that, given how far he had to stretch his shadow, it would begin to slow down, but he was hoping that it would still be fast enough to catch her.

Riza blasted the shadow with her staff, causing it to dissipate. She then turned her attention back to Grayson with a grin on her face. "Not a bad move. Though, I don't think that your little distraction will keep my new puppet busy for very long." she informed with laughter.

Grayson looked back at Jenny, who up until this point has refrained from struggling out of the shadows that bind her. Although, on Riza's command, she flexed her arms and easily tore through the delicate shadows before descending upon him with a clenched fist.

The wolf-eared man jumped back to avoid the devastating punch. Though, with his growing fatigue, he wasn't able to react quick enough to avoid the second one, which resulted in him being slammed into the ground face-first, creating a small person-shaped crater in the ground.

He let out a gasp of pain as his back was slammed into the ground, coughing a couple of times. While he was laying there, his aura began to flicker around him for a moment before finally disappearing. He cursed underneath his breath upon his aura finally being deplenished.

Once he managed to catch his breath, his looked up only for him to find Jenny pinning him down in a…rather intimate manner. She is lying with her body on top of his, her massive chest pressed against his as she holds him arms against the ground.

Despite the situation at hand, Grayson couldn't help but blush at the compromising position. He never really paid much mind to her assets before, though when she is pressed right up against him like this, it is a little hard for him to ignore it.

 _"_ _She is going to tease me so hard about this whenever she regains control over herself."_ he thought.

Grayson was then roused from his thoughts when he heard Riza laughing as she made her way towards him and Jenny. Though, she still stayed somewhat of a distance away, just in case he managed to break free.

"It looks like you are having fun down there. Perhaps you should be thanking me." she said with a lecherous grin. "After all, not everyone gets to say that they had a beautiful model pinning them to the ground."

The wolf Faunus rolled his eyes in response. "You're right. I should be thanking you…for irritating me to hell and back." he retorted as he sent a glare in her direction.

Riza's lecherous smile soon turned sadistic as a small giggle escaped her lips. "Well, if you want to go to hell, then I can most certainly have you sent there."

Grayson snorted. "Please. You think that Jenny would be able to pull that off? Never once has she ever beaten me in a sparring match, and that was with me going easy on her."

The violet-haired woman shrugged her shoulders in response. "Perhaps, but I'm guessing that you weren't exhausted and without your aura. Plus, with her under my control, she most certainly won't be holding her punches now." she said, snapping her fingers.

With the order given, Jenny raised her fist, preparing to give the final blow. Grayson struggled underneath her to try and push her off, but he has just used up too much energy. He can't use his sword either, since it was knocked out of his hand when she pinned him down.

Once he realized that he wouldn't be able to break free, he tilted his head back with his eyes closed. He then let out a small chuckle.

"And to think that I always believed that it would be the Grimm that did me in. Instead, I was outsmarted by a woman with a smart mouth."

He has long since decided that if he dies, then he dies. After all the times he has messed up, he surely wouldn't complain if the time finally come. Though, for once, he is actually regretting not being strong enough.

 _"_ _And after finally finding someone that I could somewhat tolerate, too."_ he thought. He let out one last chuckle as the blonde woman bring her fist down. "This world just keeps finding more and more ways to piss me off."

Though, the fist that he was expecting to feel never came. Instead, he heard the sound of a gun being shot, and then suddenly, he felt the weight on top of him suddenly be removed. When he opened his eyes and sat up, he saw Ruby standing in front of him with her scythe out, between him and Jenny.

Sun then jumped down in front of them, twirling his staff around and knocking Jenny even further away. He tried to push her even further, though he couldn't do so in order for him to block an explosive with his spinning staff.

While Ruby and Sun were keeping Jenny busy, Blake appeared beside Grayson and slowly helped him stand up while supporting him on her shoulder.

"Are you alright?" she asked.

"Well, I've definitely been better. Though, the fact that I'm not dead yet is probably a good sign." he joked. Blake helped him over to where his sword laid on the ground, helping him pick it up so that he could use it to keep himself steady.

Blake then got in front of him, holding her weapons at the ready. "Just stay back. We should be able to handle them." she told him. They have had a chance to rest since their fight, and Ruby is raring to go.

Normally, Grayson would've told them to stay as far away from these people as possible. However, given his not so great condition at the moment, there really isn't much else that he can do except let them help. The bigger threat in combat has already been taken out. If they can get in close, they should be able to defeat Riza, and then break Jenny free from the spell.

"Alright." he begrudgingly agreed. "Although, you've got to listen to what I say. That woman is dangerous. I'm not sure how she did it, but her 'semblance' somehow allowed her to take control of Jenny."

"So, we'll have to fight her if we want to get to the criminal?" Ruby asked, receiving a shake of the head in return.

"No. If we can take down that woman then Jenny should be freed from her clutches." Grayson explained as quickly as possible. "Given that we outnumber her, if a couple of us stay back and distract Jenny, the others should be able to take down our real target."

Blake nodded her head in understanding, brandishing her weapons. "Alright, then. I'll stay here and keep her distracted."

"You can count me in." Sun added with a confident grin. "She won't get past the two of us."

Satisfied with the plan, Ruby nodded her head in agreement. "In that case, I'll go deal with the other one."

Ruby was about to begin making her way there; however, she was stopped by Penny who suddenly appeared in front of all of them. Everyone except Grayson, Blake, and Jenny jumped in surprise.

"I'll help too, Ruby. After all, I am combat ready!" the orange-haired girl said with a salute.

"If you want to help, then that's fine. I saw what you did to those bullheads earlier, so I'm sure that you can handle yourself." Grayson responded. He then raised a brow at her. "Though…who exactly are you?"

Penny bowed out of respect before answering his question. "My name is Penny, and I am here representing Atlas in the upcoming Vytal Festival Tournament." she replied.

This caused Grayson to narrow his eyes momentarily. _"If she is from Atlas, then she might be close with the general. This could be bad."_ he thought.

After a brief moment of silence, he sighed and nodded his head. "Very well. Just be careful, you two. I don't know how many tricks she has up her sleeve, and we still aren't sure exactly how she controls someone."

The two girls nodded and ran off to go take care of the woman. He doesn't like the idea of sending them to take on someone so dangerous, but they are both skilled, and compared to Orochi, Riza isn't nearly as strong of a foe.

However, before they could even reach Riza, Jenny had turned around and she was about to shoot and explosive at them. Before she could, Grayson leapt in front of her, and swung at her with his sword. She was forced to block his attack, which allowed the two students to get away.

Jenny reeled another fist back to punch Grayson while his sword was occupied, though her hand stopped mid-punch due to a ribbon that wrapped itself around her wrist. Grayson looked past the controlled blonde, and he saw Blake using the ribbon of her weapon to hold Jenny back.

The raven-haired teen let out a battle cry as she yanked the ribbon back, causing Jenny to go flying towards her. Next, Sun leapt into action, hitting her in the stomach with his staff.

The force behind the attack sent her flying further back, until she went crashing into the side of another shipping crate.

Blake looked back at Grayson with concern in her eyes. "You're hurt. You should let us take care of this." she said, only for Grayson to shake his head yet again.

"I'm exhausted, and my body is definitely aching, but I can still fight." he responded. "Besides, I'm sure that you haven't noticed what I have about Jenny."

This made the other two faunus look at him in confusion. "Uh…and that would be?" Sun asked.

Grayson smirked. "That woman thinks that she is clever, but in reality, her 'semblance' shows just how weak she is."

"What do you mean?" Blake asked, keeping a close eye on Jenny as she rose from the debris from the shipping container.

"Alone, she isn't a very good fighter. She makes up for that by controlling people or Grimm and having them fight for her. She is merely borrowing Jenny's power. How can she make better use of Jenny's power than Jenny herself?"

It took Blake a moment to figure it out, but once she did, her eyes widened in realization. "The criminal doesn't have a good grasp of Jenny's fighting style, so she is simply using her for her muscle. Ms. Realight isn't putting up as much of a fight as she normally would." she realized, receiving a nod of confirmation in return.

"Jenny is a tough opponent, because she is intelligent, and she uses that to her advantage in battle. However, she can't do that when she has no control over any of her actions."

After hearing this, Sun smirked. "That makes this easier, then. It shouldn't be too hard to outsmart someone who can't think for themselves."

"We just have to hope that Ruby and Penny can make quick work of that criminal. Otherwise, this will get a lot more difficult." Grayson replied.

* * *

Riza blocked a high-speed bullet from Ruby's Crescent Rose with her staff before creating several more magic missiles and firing them at the hooded girl. However, Ruby also made quick work of them, spinning her massive scythe with incredible speed and precision, slicing all of the missiles in half.

She used her semblance to speed towards the violet-haired woman in a flurry of rose petals. Riza ready to counter, though she wasn't expecting the spinning disk made of swords to hit her from the side.

Penny's attack knocked her off balance, allowing Ruby to swoop in and get a good hit in with Crescent Rose.

Once Riza stopped rolling across the ground, she quickly stood up and shot several magic beams at the ground in front of her. The explosions cut off Ruby and Penny's vision of the dark mage, as well as made them cover their faces out of protection.

While their vision was impaired, Riza came out of the smoke and hit Ruby in the face with her staff, eliciting a grunt of pain from the younger girl. She then went to kick Ruby; however, she was forced to block yet another sword from Penny.

The older woman glared at the orange-haired girl. "You are really starting to annoy me." she said angrily.

However, instead of offering up a response, Penny's back opened up, sending out several more of her blades. Riza tried backing up, though she was too slow, and she ended up getting caught in a flurry of blades, getting knocked back onto the ground.

After knocking Riza away, Penny checked up on Ruby. "Are you alright, Ruby?"

The hooded girl nodded, still in awe of her new friend's abilities. "You sure are strong, Penny." she said, causing the orange-haired girl to smile.

Riza stood back up, glaring daggers at the both of them. "Do you really think that a couple of students from these lousy huntsmen academies can defeat me?" she asked, with both arrogance and irritation clear in her voice.

Ruby gave her a serious look in return. "You hurt my professors. I'll defeat you, so that they and no one else gets hurt anymore than they already have."

This made Riza giggle a little. "Alright. I'll admit, you've got guts, kid." she said to Ruby before looking at Penny with a wide smirk. "Though, I wonder if you'll have the guts to fight against your own friend." she said as her eyes began to glow purple. Her staff began to glow as well, as she looked directly into Penny's eyes.

Ruby isn't sure what she is planning on doing, though, given what she said and what she did to Jenny, she knows that she can't let her do it to Penny. She activated her semblance to push her friend out of the way in time. Though, she was too late, because Riza had already activated the spell.

" **Soul Marionette!** "

Several seconds passed by, and Riza was expecting for Penny to be under her control. However, she just continued to stand there as if nothing happened, and her eyes remained their normal color.

Upon realizing that her spell had failed, her eyes widened in absolute shock. "I-impossible! No human has ever been able to resist my Soul Marionette before!" she exclaimed. Though, little did she know that her spell doesn't work on artificial life.

"Just give up." Ruby told her. "There is no point in fighting anymore."

Although, this just made Riza even madder than she was before. "Me? Give up to two brats like you?" she asked sarcastically. "As if. Besides…" her eyes began to glow purple once more. "She might be immune for whatever reason, but I can still use you as my little puppet." she said to Ruby.

Unfortunately for her, neither Ruby nor Penny would let that happen. Ruby used her semblance to zoom out of Riza's field of vision, meanwhile Penny gathered all of her blades and created a circle in the air. Soon, the blades began to spin as they charged up energy.

Riza narrowed her eyes at this, recognizing it as the attack that took down several bullheads. _"It would be bad if I got hit by that."_ she thought before smirking. _"It's a good thing it won't finish charging fast enough."_

She began to run away from the robotic girl, though she stumbled and fell when she was shot in the back by Ruby with her sniper. The violet-haired woman stood back up, only to see that Penny had finished charging up her attack and was about to launch it at her.

"Crap! I won't be able to get away in time! I'll have to counter it!" she thought, standing straight and holding her staff in front of her. She concentrated her magic into the end of her staff, until it was glowing brighter than it has before.

Penny thrusted her arms forwards, shooting the massive, green beam of energy straight towards the dark mage. Though, Riza was going to just give up without a fight.

" **Shining Repulsor!** " She shot a single, massive beam of magic energy right at the beam that Penny just shot off.

The two attacks met halfway, colliding with each other and giving off a magnificent green and purple glow. They fought against each other for several moments, trying to overpower the other. Though, soon enough, Riza's magic beam began to lose ground as Penny began to push her back.

Riza desperately poured her remaining magic power into the blast, hoping to counteract the other beam attack. It didn't work, though, because Penny added more power to her own attack causing it to tear straight through Riza's, hitting the dark mage head-on.

Riza was engulfed in the green beam of energy as she struggled to maintain her footing. The beam travelled past her and over the ocean. This continued for several more seconds before the beam started to dissipate.

Once the energy had finally disappeared, it revealed Riza laying near the end of the docks, unconscious. Though, it didn't surprise Ruby. Considering that she was able to bisect several bullheads at once with that attack, being able to knock the woman out with it isn't much of a stretch.

"Well, that was easier than I was expecting." Ruby commented.

"Perhaps that is because she focuses too much on controlling others. She herself lacked the power necessary to fight back." Penny stated matter-of-factly.

Ruby nodded in agreement. "I guess so. Well, we should probably go check on the others. If Professor Canis was right, then hopefully Ms. Realight should be back to normal by now."

* * *

Grayson ducked underneath Jenny's fist, which revealed Blake standing behind him with the gun portion of Gambol Shroud in her hands. She fired several shots at Jenny, which the blonde-haired woman blocked by moving her gauntleted arms in front of her face.

When she moved her arms down, her vision was blocked by Sun throwing a banana peel on her face. While she couldn't see, he went behind her and jabbed her with the end of his staff.

Blake looked at the monkey-tailed Faunus with a sweat-drop. "Where do you keep getting all those bananas?" she asked.

He looked at her and shrugged his shoulders with a cheeky grin on his face. "Hey, what can I tell ya'? I always come prepared."

"Or, maybe you just really like bananas." Grayson replied. "Though, I don't really think that now is the time to have this kind of conversation."

Jenny removed the banana peel from her face and was about to charge after them. However, all four of them were distracted by the green beam of light that was shot off on the other side of the docks.

"Isn't that what that Penny girl used to take down the bullheads?" Sun asked.

This made a small grin form on Grayson's face. "If that is the case, then I have a feeling that this fight might finally be over."

Almost immediately after he said that, Jenny dropped to her knees with her hands on either side of her head. Moments later, the purple glow in her eyes began to fade, causing her normal blue to slowly return.

Once the glow was completely gone, Jenny was in a slight daze. She looked around, not really sure what the hell is going on. The last thing she remembers, she was fighting against Riza, and then she suddenly just blacked out.

"W-what happened?" she asked.

Grayson walked over to her and knelt beside her, partly because he just didn't feel like standing anymore. He then placed a hand on one of her shoulders.

"I'll give you the full version later. For now, what is important to know is that you somehow lost control of your body to that woman, and then you nearly killed me. Luckily, Ruby and Penny managed to stop the criminal before we had to actually hurt you."

Well, that definitely explains why it feels as though her entire body is aching. Though, since she still has a small amount of aura left, she hasn't taken any serious injuries. Although, the thing that really shocked her was when Grayson said that she nearly killed him.

"W-wait! I seriously almost did that?" she asked.

Grayson shrugged his shoulders in response. "Kind of. Though, you weren't exactly in control of yourself at the time, so it isn't like I blame you for it."

"Yeah. Plus, we stepped in and saved his butt." Sun added, receiving a stern glare from Grayson, as well as one from Blake that was basically telling him "shut up."

"The important part is that everyone is alright." Grayson responded.

Still, just the fact that her body almost did something like that disgusts her. Much like Fairy Tail, the members of Blue Pegasus don't like the thought of killing someone. It wasn't her fault, but she still would've felt bad had it actually happened.

Then, she noticed all of the injuries that Grayson had. His clothes are pretty torn up, and he is also cut and bruised all over his body.

"D-did I do all of that?" she asked, gesturing towards his injuries.

Grayson looked down at himself for a moment, only really noticing his injuries for the first time now. "For the most part, no. That was from Orochi, the woman with the sword. You gave me a couple of bruises here and there, and you might've possibly bruised a rib or two with that last punch, but other than that, I'm just really tired." he reassured her.

"And I don't blame you." Blake replied. "After all, you fought that woman off yourself, and then kept Ms. Realight at bay for a little while."

"I'm just glad to be alive right now." Grayson said, looking towards Blake and Sun. "I would've preferred it if you would've just stayed where you were, but had you not jumped in, then I could've been dead. So, I am grateful for that."

Blake smiled, though she didn't voice her thoughts. Sun, on the other hand, grinned widely with his arms resting behind his head. "All in a day's work." he responded.

Grayson ignored Sun's comment, choosing to keep his gaze focused on Blake. Despite thanking them for helping, by the way he was looking at her, Blake could tell that he had a lot to say to her.

He was about to speak up, but then he heard someone calling out to them. Grayson sighed. "We'll talk later." he told Blake before turning around.

She was expecting as much. Though, she isn't looking forward to their upcoming conversation.

The four of them focused their attention on Ruby and Penny, who are now walking up to them with Riza in their grasp. As soon as they reached the rest of the group, Penny placed the unconscious woman on the ground.

The wolf Faunus looked down at the dark mage before looking up at Ruby and Penny with a small smile. "I'm impressed. You were able to defeat her pretty quickly, which was able to finally bring this fight to an end."

Jenny was impressed as well. Despite her power, she had a hard time facing the woman, and ended up being used. Though, she had probably used up a lot of her energy fighting Jenny and keeping her under her control, which must've weakened her a bit.

However, she was curious about one thing. "Did she not try to control one of you?" she asked. When it happened to her, she didn't have a chance to move before it was already too late.

Although, instead of giving an immediate answer, Ruby sheepishly scratched the back of her head. "Um…about that, I'm not entirely certain what happened." she admitted, confusing the others.

"What do you mean, Ruby?" Blake asked.

"Well, I think that she tried to take control of Penny. I tried to push her out of the way, but I didn't reach her in time. Though, it didn't seem to affect Penny at all." the hooded leader explained.

Grayson placed his hand on his chin in thought. "That is odd."

"Maybe it is because she was still controlling me at the time." Jenny suggested.

It did sound like a possibility, though you think that she would know that the spell wouldn't work. _"Perhaps she was just running low on magic."_ Grayson thought.

"Speaking of her, what are we going to do with her and that other chick?" Sun asked, looking at the two unconscious criminals.

"As soon as the police arrive, we'll have them take them into custody for questioning." Grayson answered, finally sheathing his sword.

Blake looked down at the ground, disbelief written on her face. "I just…can't believe that the White Fang is working with Roman, or humans in general." she said.

Grayson shared the look on Blake's face. "Trust me, you aren't the only one." he responded with a quiet sigh. _"Seeing how far the White Fang has fallen almost makes me wish that I took Ghira up on his offer all those years ago."_ he thought dejectedly.

Suddenly, a portal opened up across from them, causing all of them to turn and face the distortion of space. Each of them prepared to brandish their weapons, unsure of who was about to step out of the portal. Though, their reactions varied when they watched as Jester bounced out of the portal, landing on both feet with his arms held neatly behind his back.

Seeing everyone's serious expressions, Jester snickered. "My apologies. Please forgive me for my sudden intrusion." he said, bowing and tipping his hat slightly.

This didn't fool anyone, as they all stayed on guard. Considering what the last two were capable of, there was no telling what he can do, especially after seeing him open up a portal.

Grayson stepped forward, despite his injuries. "Who are you?" he asked with a growl.

Jester stood up straight, faking a polite smile. "Well, I do suppose that I owe you the curtesy. My name is Jester." he introduced, earning a snicker from Sun.

"Man, his parents must've known he'd end up becoming a clown." he joked, resulting in getting a punch in the shoulder from Blake. "Hey!"

"I'm guessing that you are friends with these criminals." Blake said, gesturing towards the two dark mages laying at their feet.

Upon seeing his unconscious subordinates, the older man let an amused chuckle escape his lips. "My, you lot must be quite impressive to defeat my underlings. Though, I suppose I shouldn't punish them, given that their mission was only to help that orange-haired pushover escape."

Both Grayson and Jenny narrowed their eyes at the man after hearing this. They also noticed that his clothing has the same symbol of a crown as Orochi and Riza.

 _"_ _If those two were only his subordinates, then I can only imagine that there are much stronger members in this dark guild."_ Grayson thought on edge. _"They just had to align themselves with the White Fang. This isn't good."_

He could tell that Grayson and the others, despite their exhaustion and injuries, were raring to fight. Normally, he wouldn't mind putting them in their place. However, he is unfortunately a bit pressed on time.

"As much as I would love to continue this chat of ours, I am afraid that I have much more important matters to attend to. If you would just hand over my subordinates, then I will happily be on my way." he stated.

Jenny changed into her Crescent Rose takeover, changing one of her arms into a rifle and aiming it at the man. "Sadly, we can't let that happen. So, either you give up now, or we'll have no choice but to take you down." she informed him.

Once again, Jester merely chuckled at his 'predicament.' "Oh my. It seems as though I've been backed into a corner." he said sarcastically as he pulled out several small, purple balls from his pockets. "Before I take me leave, how about I show you a little trick of mine." he suggested as he began to juggle the balls.

Sun raised a brow at this. "What does he think balls are going to do against us?" he asked in confusion.

Ruby nodded her head in agreement. "Yeah. It seems like an odd choice in weapons, if you ask me."

However, they weren't his weapons. Instead, they were his diversion.

Jester threw several of the balls at them with great speed. Although, he wasn't aiming for them. Instead, they made contact with the ground, exploding and creating several large clouds of purple smoke the came together and formed one massive cloud of smoke.

Jenny covered her mouth and nose, unsure of whether the smoke was safe to inhale or not. "Poisonous gas?" she questioned.

Though, after getting a brief sniff of it, Grayson could tell that it was safe. "No. They were just regular smoke bombs." he stated.

"He's going to use this to give him time to escape." Blake claimed.

However, she was only partly correct. Through the thick smoke, they were able to see the formation of two portals a couple of feet away from them. They then saw two bodies disappear into the portals before they dissipated.

Soon enough, Grayson and the others stumbled out of the smoke, only to find Jester standing in front of his original portal with Orochi and Riza in each of his arms.

"I'd love to stay and have a bit of fun with you all, but I'm afraid that this is where we part ways." he said with a wide grin. "Tata for now~" he said before jumping into the portal behind him. Before anyone could make a move to follow him, the portal quickly disappeared.

"Well…that was a thing." Sun said as he sheepishly scratched the back of his head.

Soon after, the cops began to show up one by one. Grayson and Jenny were informing the police about the theft, leaving out certain details to not reveal magic.

While they were speaking to the police, Grayson noticed Blake talking with the others. It looked a little awkward at first, though all of Team RWBY ended up with a smile on their faces.

This brought a grin to his face. _"Well, it looks like she managed to settle things between them."_ he thought.

After they finished speaking with the police, Grayson was offered a ride to the hospital. Though, being the stubborn Faunus that he is, he refused to go to the hospital, opting to wait for his aura to return and heal him instead.

"Are you sure that you don't need to see a doctor or something?" Jenny asked, though Grayson just shrugged it off.

"I've survived worse." he responded. "A little pain never hurt anyone."

"Uh…I don't think that's how it works." she commented.

"Maybe, but I stick to my logic, no matter how flawed it is." he replied. "Though, are you alright?"

Jenny nodded her head in confirmation. "I've been better, but I've also been worse. I'm surprised my aura lasted for so long, though it would've only taken a few more hits." she answered.

Grayson slightly rubbed the back of his neck. "Sorry about that. We didn't really have much of a choice when you were attacking us."

She just waved it off. "It's fine. I would've done the same thing." she responded. Though, a small frown then appeared on her face.

The wolf Faunus noticed this, making him frown as well. "It wasn't your fault. You had no idea that she would be able to control more than just monsters."

"Yeah but had Ruby and that Penny girl not defeated her when they did, who knows what could've happened?" she stated. The fact that she had almost killed him was still a shock to her. Though, had he not already been through one intense fight, then he probably could've beaten her.

Grayson shrugged his shoulders. "I'm not really sure." he answered. "Though, what I am sure of is that it was in the past, and that it wasn't your fault. I'm still alive, and all of this just gives me another reason to step up my training."

This made her lips curve upwards slightly. "I guess you are right. I need to start taking training more serious, as well, especially if we are going to have to fight more of them in the future."

Grayson could only nod his head at that. In the past, he has faced some tough opponents. However, he hasn't had this much trouble since…

He shook his head, trying not to remember that horrible day. Although, something else then popped into his head.

"Wait. You mentioned Penny. Though, I can't see her anywhere." he said.

He and Jenny both took a look around, though they couldn't spot the orange-haired girl anywhere. After learning that she is from Atlas, he has a bad feeling about this. There is a chance that she won't tell him. However, knowing the general as well as he does, he knows that it won't be long before they find out.

* * *

Later that night, Roman walked through the doors of his warehouse and set a box full of dust vials on one of the tables. He let out an audible sigh, one which was heard by someone who he wasn't entirely excited to see.

"How disappointing Roman." the voice said, making the criminal in question jump in fright.

A woman wearing a red dress walked into the warehouse. She has shoulder-length black hair and amber eyes. She also has a strange marking between her shoulders. On one side of her is a boy with silver hair, and on the other side is a girl with green hair and red eyes.

"Whoa! Haha, I wasn't expecting to see you guys so soon." he said.

"I expected more from you, Roman." the woman in the center said.

"Hey! You are the one who insisted that we work with those stupid mutts from the White Fang, as well as accepted help from that freaky clown." he argued.

Unfortunately for him, the freaky clown that he was talking about just so happened to be sitting above him on one of the windowsills. When he cleared his throat, Roman looked up at him in shock.

"I'll have you know that it was thanks to my subordinates that you managed to escape with a portion of the dust you were supposed to collect. Not only that, but one of them was badly injured, so I would expect you to be a bit more grateful." he said, his tone changing from joking to angry near than end of his statement. He is more than willing to use and cast people aside if it means the best for his master. However, he still cares enough about his underlings to not like seeing them get hurt.

"Lucky for you, you will continue to work with them." the woman said, starting an ominous fire in the palm of her hand as she walked closer towards Roman. "All we ask for…is a little cooperation."

Jester hopped down from the windowsill, landing next to the woman and her subordinates. "Speaking of which, while my subordinates are resting up from this previous mission, one of my associates will be sending her own underling to aid us."

This made Roman groan. "Oh great. Another brat that I'm going to have to deal with."

Jester chuckled at his reaction. "Oh. I'm not sure that you'll be saying that once he gets here. He may look calm and cool on the outside, but in battle, he isn't someone you want to cross."

"Just remember this, Roman." the woman said, walking closer towards Roman. "We have big plans for you. However, if you continue to disappoint me, then I'm sure it would be hard to find a replacement."

* * *

 **A/N: I hope that you all enjoyed this chapter! I finally wrapped up the fight at the docks, as well as foreshadowed a new enemy that Grayson and the others will be meeting in the near future.**

 **Also, I will have Grayson and Blake have a personal conversation soon enough. So, just be patient with that. I have an idea of how to write it, and I decided to save it for the next chapter.**

 **Just as a reminder, I have a poll up, which so far only 3 people have voted on. I'm in no hurry, but I would like to see a bit more feedback on it, so if anyone feels like they would want to check it out, then please do so.**

 **With all of that said and done, review if you enjoyed this chapter. I always look forward to reading what you all have to say. Now, with that out of the way, I hope that you all have a wonderful day/night!**


	12. Update

Hey, everyone. I know that it has been a while since the last time this story has been updated, and this update will hopefully answer whatever questions you might have.

Anyways, for a while, I've been feeling...unsatisfied, with myself, and with how things have been going lately. College has been a bit more stressful lately, but that is only a part of what has been going on. I've also been struggling with a bit of an internal struggle. Originally, my goal of writing fanfiction was to practice my writing skills. Although, as I continued writing Fanfiction, I took it a bit more seriously, and I also began to make some friends on the site. I genuinely enjoyed writing my stories and everything involved with the process. Although, for the past couple of months, I haven't been feeling the same joy that I used to, and updates have felt a lot more forced. I don't want writing to feel that way for me. So, I've been considering something for a while, and I've finally made my decision. For now, at least, I think that I am going to put my fanfictions on the backseat for a while.

I know that this might be upsetting for some, but I think that this decision might be the best one for me. There are other things that I want to do, and I put them aside, because I also wanted to focus on my stories here on Fanfiction. Although, as I get older, and as I go through college, I keep feeling like I'm not doing what I truly want to do. I have ideas for stories outside of fanfiction, and I want to spend more time writing those ideas. My ultimate goal is to still publish my own book one day, but I have been neglecting that goal, and I don't want to neglect it anymore.

So, for the time being, I won't be as active on FanFiction. I won't go away entirely, though, because I do feel bad for leaving my two current stories unfinished. So, what I plan on doing is being more...sporadic, I guess. I won't update a story unless I feel comfortable with the chapter. I also won't force myself to write, because I feel like this is a part of the reason why I haven't been enjoying writing like I should. Perhaps every now and again I'll do another one-shot, or I'll be in the mood to update one of my two main stories. Although, I won't have a specific schedule that I will update, nor will I promise when I will update next, because I don't want to get anyone's hopes up. Ultimately, I am trying to do what I believe will make me happy, and I hope that all of you understand that.

That being said, I must thank so many people for supporting me, as I never thought that my stories would receive such positive feedback. I especially thank InsaneDominator for inspiring me for so long, and for continuously supporting my stories. It means a lot to me.

Once again, don't worry. I won't be gone forever. Fanfiction, after all, has been one of the things that has helped me grow as a writer and that has pushed me to keep moving forward. I still want to one day finish both of my current stories, and I plan on making that happen, eventually. I just think that it is important that I prioritize other things in life.

So, thank you all for supporting me for so long! It is hard for me to express just how much it truly means to me, because I truly appreciate all of the feedback my readers have given me over this past year. Again, I will still update my stories when I feel comfortable in doing it. I just can't guarantee how often that will be. So, with all of that said and done, I hope that all of you have a wonderful day/night, and I will see all of you again soon, hopefully!

~Jalarious27


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